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安道麦B:2021年年度报告(英文版)2022-03-31  

                        ADAMA Ltd.                                                                       Annual Report 2021




                                                c




                                ADAMA LTD.
                   ANNUAL REPORT 2021


ADAMA Ltd. is a global leader in crop protection, providing solutions to farmers across the
world to combat weeds, insects and disease. ADAMA has one of the widest and most
diverse portfolios of active ingredients in the world, state-of-the art R&D, manufacturing and
formulation facilities, together with a culture that empowers our people in markets around
the world to listen to farmers and ideate from the field. This uniquely positions ADAMA to
offer a vast array of distinctive mixtures, formulations and high-quality differentiated products,
delivering solutions that meet local farmer and customer needs in over 100 countries globally.

For further important additional information and details, please refer to the Annex.




                                       March 2022




                                                1
ADAMA Ltd.                                                                                             Annual Report 2021




 Section I - Important Notice, Table of Contents and Definitions

       The Company’s Board of Directors, Board of Supervisors, directors, supervisors and senior managers confirm
       that the content of the Report is true, accurate and complete and contains no false statements, misleading
       presentations or material omissions, and assume joint and several legal liability arising therefrom.


       Ignacio Dominguez, the person leading the Company (President and Chief Executive Officer) as well as its legal
       representative and the person leading the accounting function (acting Chief Financial Officer), hereby assert and
       confirm the truthfulness, accuracy and completeness of the Financial Report.


       All of the Company’s directors attended the board meeting for the review of this Report.


       The forward looking information described in the Report, such as future plans, development strategy etc., does
       not constitute, in any manner whatsoever, a substantial commitment of the Company to investors. Investors and
       other relevant people are cautioned to be sufficiently mindful of investment risks as well as the difference between
       plans, forecasts and commitments.


       The Company has described its future development strategies, work plan for 2022 and possible risks in “VIII.
       Outlook of the Company’s future development” in Section III. The major risks of the Company include, among
       others, exchange rate fluctuations; exposure to interest rate, Israel CPI and NIS exchange rate fluctuations;
       fluctuations in raw material inputs and prices, and in sales. Investors and other relevant people are cautioned to
       be sufficiently mindful of investment risks. For the complete “Risk factors and countermeasures” of the Company,
       please see the relevant section below.


       The pre-plan of the dividend distribution approved by the meeting of the Board of Directors on March 29, 2022
       refers to the total outstanding 2,329,811,766 shares of the Company on February 28, 2022 as the basis for the
       distribution as cash dividend of RMB 0.08 (before tax) per 10 shares, to all the shareholders of the Company. No
       shares will be distributed as share dividend, and no reserve will be transferred to equity capital.


       This Report and its abstract have been prepared in both Chinese and English. Should there be any discrepancies
       between the two versions, the Chinese version shall prevail.




                                                            2
ADAMA Ltd.                                                                                            Annual Report 2021




                                          Table of Contents
Section I - Important Notice, Table of Contents and Definitions.................................... 2

Section II - Corporate Profile and Financial Results ....................................................... 6

Section III - Performance Discussion and Analysis ...................................................... 12

Section IV - Corporate Governance................................................................................ 64

Section V - Environment and Social Responsibilities .................................................. 89

Section VI - Significant Events ....................................................................................... 96

Section VII - Change in Shares & Shareholders .......................................................... 136

Section VIII - Preferred stock ........................................................................................ 149

Section IX - Corporate Bonds ....................................................................................... 150

Section X - Financial Report ......................................................................................... 151




                                                            3
ADAMA Ltd.                                                                                          Annual Report 2021



               Contents of Documents Available for Reference
(I) Duly signed Financial Statements by the Legal Representative and Accounting Principal as well as Head of the
Accounting Organ.
(II) Duly signed Auditor’s Report and seals the certified public accountants.
(II) Originals of all Company’s documents previously disclosed in media designated by the CSRC as well as the originals
of all the public notices, were deposited in the Company’s office.




                                                              4
ADAMA Ltd.                                                                                          Annual Report 2021



                                                  Definitions
In this Report, the following terms have the meaning appearing alongside them, unless otherwise specified:


         General Terms                                                    Definition

Company, the Company                 ADAMA Ltd.

                                     Adama Agricultural Solutions Ltd., a wholly-owned subsidiary of the Company,
Adama Solutions
                                     incorporated in Israel according to its laws

Anpon, ADAMA Anpon                   ADAMA Anpon (Jiangsu) Ltd., a wholly-owned subsidiary of the Company

Board of Directors/Board             The Board of Directors of the Company

Board of Supervisors                 The Board of Supervisors of the Company

Articles of Association / AOA        The Articles of Association of the Company

Group, the Group, ADAMA              The Company, including all its subsidiaries, unless expressly stated otherwise

ChemChina                            China National Chemical Co., Ltd.

ChemChina-Syngenta
                                     The acquisition of Syngenta AG by ChemChina in 2017
Transaction

CNAC                                 China National Agrochemical Co., Ltd.

CSRC                                 China Securities Regulatory Commission

SZSE                                 Shenzhen Stock Exchange

SASAC                                State Assets Supervision and Administration Commission of China

                                     Syngenta Group Co., Ltd., the controlling shareholder of the Company as of June
Syngenta Group
                                     15, 2020, a wholly-owned subsidiary of CNAC

Sinochem Holdings                    Sinochem Holdings Corporation Ltd.

                                     Sinochem Holdings including all its subsidiaries unless otherwise indicated or the
Sinochem Group
                                     context otherwise requires

Report                               This 2021 Annual Report

Financial Report                     The Financial Reports for the year 2021, as contained in this Report

Reporting Period, this Period,
                                     Year 2021
Current Year

Company Law                          Company Law of the People’s Republic of China

Securities Law                       Securities Law of the People’s Republic of China

Listing Rules                        Listing Rules of the SZSE




                                                            5
     ADAMA Ltd.                                                                                       Annual Report 2021




                 Section II - Corporate Profile and Financial Results
I.            Corporate information

      Stock name                        ADAMA A, ADAMA B                 Stock code            000553, 200553

      Stock exchange                    Shenzhen Stock Exchange

      Company name in Chinese           安道麦股份有限公司

      Abbr.                             安道麦

      Company name in English (if any) ADAMA Ltd.

      Abbr. (if any)                    ADAMA

      Legal representative              Ignacio Dominguez

      Registered address                No. 93, East Beijing Road, Jingzhou, Hubei

      Zip code                          434001

      Office address                    No. 93, East Beijing Road, Jingzhou, Hubei

      Zip code                          434001

      Company website                   www.adama.com

      Email                             irchina@adama.com




II.           Contact information


                                                                       Securities Affairs Representative
                             Board Secretary
                                                                          Investor Relations Manager

      Name                        Guo Zhi                                         Wang Zhujun

      Address           6/F, No.7 Office Building, No.10 Courtyard, Chaoyang Park South Road, Chaoyang District, Beijing

      Tel.                       010-56718110                                     010-56718110

      Fax                        010-59246173                                     010-59246173

      E-mail                     irchina@adama.com                                irchina@adama.com




                                                              6
   ADAMA Ltd.                                                                                            Annual Report 2021


III.         Information disclosure

                                                                              China Securities Journal
       Website of the Stock Exchange on which the Company Discloses
                                                                              Securities Times
       its Annual Report
                                                                              Ta Kung Pao

       Media and Website on which the Company Discloses its Annual
                                                                              http://www.cninfo.com.cn
       Report

       Location on which this Report is kept                                  Securities office of the Company




IV.          Company registration and alteration

       Credibility code         91420000706962287Q

       Changes in main
       business activities of
                                None in the reporting period.
       the Company after
       going public (if any)

                                The Company was reorganized as Hubei Sanonda Co., Ltd. in 1992 after being approved by
                                departments of Commission for Reorganization of Hubei Province. The largest shareholder of
                                the Company was Shashi State-Owned Assets Administration Bureau.
                                In 1994, the original Shashi State-Owned Assets Administration Bureau and Jiangling State-
                                owned Assets Administration Bureau were classified as Jingsha State-Owned Assets
                                Administration Bureau. Therefore, the shares of the Company held by Shashi State-Owned
                                Assets Administration Bureau and Jiangling State-Owned Assets Administration Bureau were
                                all held by Jingsha State-Owned Assets Administration Bureau, and Jingsha State-Owned
                                Assets Administration Bureau became the controlling shareholder of the Company.
                                In 1996, according to the Reply of Hubei Provincial People's Government on Authorization of
                                Sanonda Group Co., Ltd. Operating the State-Owned Assets (EZBH[1995] No.92), Jingsha
                                State-Owned Assets Administration Bureau set up Sanonda Group Co., Ltd. (renamed
       Changes of controlling
                                “Jingzhou Sanonda Holdings Co., Ltd.”). On March 20, 2005, Jingzhou State-Owned Assets
       shareholder (if any)
                                Administration Bureau and China Mingda Chemical and Mining Corporation (later renamed
                                "China National Agrochemical Co., Ltd.,CNAC") signed the Asset Transfer Agreement of
                                Sanonda Group Co., Ltd, and CNAC received 100% equity of Sanonda Group Co., Ltd, from
                                Jingzhou State-Owned Assets Administration Bureau. After the completion of the above
                                transfer, the actual controller of the Company was changed from Jingzhou State-Owned
                                Assets Administration Bureau to SASAC.


                                In July, 2017, the Company received the Approval on Issuing Shares by Hubei Sanonda Co.,
                                Ltd. to China National Agrochemical Corporation for Acquiring Assets and Raising Supporting
                                Funds (CSRC license No. [2017]1096). CSRC approved of the Company’s issuance of
                                1,810,883,039 shares to China National Agrochemical Corporation for the purchase of 100%
                                equity of ADAMA Solutions held by it. After the completion of the major assets restructuring,


                                                                7
 ADAMA Ltd.                                                                                           Annual Report 2021


                             the controlling shareholder of the Company was changed from Jingzhou Sanonda Holdings
                             Co., Ltd. to CNAC.
                             In June, 2020, CNAC transferred 1,810,883,039 shares of the Company held by it to Syngenta
                             Group free of charge and completed the registration procedures for the above transferred
                             shares. After the completion of the share transfer, Syngenta Group has become the direct
                             controlling shareholder of the Company.
                             During the reporting period, the controlling shareholder of the Company did not change.




V.        Other information

 The Accounting Firm Engaged by the Company

     Company’s   Name                                   Deloitte Touche Tohmatsu Certified Public Accountants LLP
     Auditors
                  Office address                         30/F, Bund Center, 222 Yan An Road East, Shanghai PRC

                                                         Mou Zhengfei and Ji Yuting
                  Signing Certified Public Accountant



 Sponsor engaged by the Company to continuously perform its supervisory function during the Reporting Period

 □ Applicable √ Not applicable


 Financial advisor engaged by the Company to continuously perform its supervisory function during the Reporting Period
 □ Applicable √ Not applicable




                                                             8
   ADAMA Ltd.                                                                                               Annual Report 2021


VI.          Main accounting and financial results

   Whether the Company performed any retroactive adjustments to or restatement of its accounting data
   □ Yes √ No

                                                              2021                2020            +/- (%)           2019
       Operating revenue (RMB’000)                           31,038,605          28,444,833          9.12%          27,563,239
       Net profit attributable to the shareholders
                                                                  157,397             352,753       -55.38%             277,041
       (RMB’000)
       Net profit attributable to the shareholders,
       excluding                                                     77,853           287,724       -72.94%             610,059
       non-recurring profit and loss (RMB’000)
       Net cash flows from operating activities
                                                                4,561,875           2,023,015      125.50%              843,487
       (RMB’000)
       Basic EPS (RMB/share)                                         0.0676            0.1505       -55.08%                0.1132
       Diluted EPS (RMB/share)                                         N/A                 N/A          N/A          N/A
       Weighted average return on equity                             0.74%               1.61%       -0.87%                1.23%
                                                              31.12.2021          31.12.2020         +/- (%)         31.12.2019
       Total assets (RMB’000)                                50,235,308          46,801,034          7.34%          45,288,940
       Net assets attributable to the shareholders
                                                              21,075,083          21,353,752         -1.31%          22,371,665
       (RMB’000)

   The net income before or after deduction of non-recurring profit or loss for the last three fiscal years is negative no matter
   which amount is less and the audit report for the most recent year shows that there is uncertainty about the company's
   ability to continue its operation.
   □ Yes √ No


   The less amount of the net income before and after extraordinary gain or loss is negative
   □ Yes √ No




VII.         Differences in accounting data under domestic and foreign accounting
             standards

   1. Differences in the net profit and the net assets disclosed in the financial reports prepared
   under Chinese and international accounting standards
   □ Applicable √ Not applicable

   None during the Reporting Period.

   2. Differences in the net profit and the net assets disclosed in the financial reports prepared
   under Chinese and foreign accounting standards
   □ Applicable √ Not applicable

   None during the Reporting Period.



                                                                 9
    ADAMA Ltd.                                                                                         Annual Report 2021


    3. Explanation on the differences in accounting data
    □ Applicable √ Not applicable




VIII.         Main Financial results by quarter

                                                                                                            Unit: RMB’000

                                                                     Q1 2021      Q2 2021        Q3 2021       Q4 2021

        Operating revenue                                            7,187,164    7,876,616     7,424,584     8,550,241

        Net profit attributable to the shareholders                  148,784       218,252       -370,952      161,313

        Net profit attributable to the shareholders excluding non-   121,678       200,445       -384,112      139,842
        recurring profit and loss

        Net cash flows from operating activities                     -837,773     2,329,066      690,694      2,379,888

    Any material differences between the financial indicators above or their summations and those which have been disclosed
    in quarterly or semi-annual reports
    □ Yes √ No




                                                               10
  ADAMA Ltd.                                                                                               Annual Report 2021




IX.           Non-Recurring profit/loss

  √ Applicable □ Not applicable

                                                                                                                Unit: RMB’000

                              Item                              2021         2020         2019                Note
      Gains/losses on the disposal of non-current
      assets (including the offset part of asset                      846     69,710      127,073
      impairment provisions)
      Government grants charged to the profit/loss for
      the Reporting Period (except for the government
      grants closely related to the regular operation of
                                                                  38,543      41,871       27,410
      the Company and continuously given at a fixed
      quota or amount in accordance with certain
      standards)
      Profit or loss of subsidiaries generated before
      combination date of a business combination                        -            -     38,027
      involving enterprises under common control
      Profit or loss arising from contingencies other
                                                                        -            -    (45,989)
      than those related to normal operating business
      Recovery or reversal of provision for bad debts
                                                                  32,487      26,102       25,821
      which is assessed individually during the years
      Other non-operating income and expenses other
                                                                  12,503      19,989      (40,992)
      than the above
                                                                                                Mainly provision for early
      Other profit or loss that meets the definition of                                         retirement plan of employees
                                                                  13,191     (62,855) (574,500)
      non-recurring profit or loss                                                              at the Company’s Israeli
                                                                                                manufacturing facilities.
      Less: Income tax effects                                    18,026      29,788     (110,132)
      NCI (after tax)                                                   -                            -
      Total                                                       79,544      65,029 (333,018)

  Details of other profit and loss items that meet the definition of non-recurring profit or loss.
  √ Applicable □ Not applicable
  Mainly provision for early retirement plan of employees at the Company’s Israeli manufacturing facilities as explained above
  in the note.


  Explanation of non-recurring items of profit or loss listed in "Explanatory Announcement No. 1 on Information Disclosure
  for Companies Offering their Securities to the Public-Non-Recurring Profit and Loss" reclassified as recurring items of profit
  or loss
  □ Applicable √ Not applicable
  No such cases during the Reporting Period.




                                                                 11
ADAMA Ltd.                                                                                                Annual Report 2021




             Section III - Performance Discussion and Analysis
I.     Industry in which the Company operates during the reporting period

General environment and the effect of external factors on the Company’s operations
As a global leader in the crop protection industry, major trends, events and key developments in the Group's macro-
economic environment may materially impact the Group’s business results and development. The impact of these factors
may differ by geographic region and the different products of the Group. Since the Group offers one of the widest and most
diverse product portfolios of crop protection products and since it operates in many geographic regions, the aggregate
effect of these factors in any given year, and during the course thereof, is not uniform and may sometimes be mitigated by
offsetting effects. The activities and results of the Group are further subject to, and affected by, certain global, localized
and other factors, such as: demographic changes; economic growth and rising standards of living; agricultural commodity
prices; significant fluctuations in raw material costs and global energy prices; development of new crop protection
technologies; patent expiries and growth in volumes of off-patent products; the global agricultural markets and volatile
weather conditions; regulatory changes; government policies; world ports, international monetary policies and the financial
markets.

II.    Main business of the Company during the Reporting Period

The Company is a corporation incorporated in the People's Republic of China.

The Group is a global leader in crop protection, engaging in the development, manufacturing and commercialization of a
wide range of crop protection products, that are largely off-patent. The Group provides solutions to farmers to combat
weeds, insects and disease, and sells its products in over 100 countries, through approximately 60 subsidiaries worldwide.

The Group's business model integrates end-customer access, regulatory expertise, state-of-the art global R&D, production
and formulation facilities, thereby providing the Group a significant competitive edge and allowing it to launch new and
differentiated products that meet local farmers and customer needs in key markets.

The Group's primary operations are global, spanning activities in Europe, North America, Latin America, Asia-Pacific
(including China) and India, the Middle-East and Africa.

The Group also utilizes its expertise to adapt such products also for the development, manufacturing and commercialization
of similar products for non-agricultural purposes (Consumer and Professional Solutions).

In addition, the Group leverages its core capabilities in the agricultural and chemical fields and operates in several other
non-agricultural areas, none of which, individually, is material for the Group. These activities, collectively reported as
Intermediates and Ingredients, include primarily, (a) the manufacturing and marketing of dietary supplements, food colors,
texture and flavor enhancers, and food fortification ingredients; (b) fragrance products for the perfume, cosmetics, body
care and detergents industries; (c) the manufacturing of industrial products and (d) other non-material activities.

Syngenta Group

As of June 2020, the Group is a distinctive member of Syngenta Group, a world leader in agricultural inputs, spanning crop
protection, seeds, fertilizers, additional agricultural and digital technologies, as well as an advanced distribution network in
China. As of August 2021, following the combination between ChemChina and Sinochem Group, Syngenta Group, and
subsequently the Group, are ultimately controlled by Sinochem Holdings - parent of both ChemChina and Sinochem Group,
subordinated to SASAC.

                                                              12
ADAMA Ltd.                                                                                                Annual Report 2021




Performance in the context of general crop protection market environment

During 2021, crop prices of most of the major commodity crops remained elevated, and even further increased, supporting
strong crop protection demand in most regions. The positive crop price environment, along with associated higher planted
areas, combined to drive global demand for crop protection products.

On the whole, farmers continue to benefit from the high global crop prices. However, this benefit is somewhat dampened
by broad inflationary pressures they are experiencing across most of their input costs, including seeds, fertilizers, crop
protection, fuel and machinery.

During the year, prices of intermediates and active ingredients sourced from China remained high due to rising oil prices
and high raw material prices. In the third quarter, availability of intermediates and active ingredients sourced from China
was more constrained, although improved somewhat in the fourth quarter as the “Dual Control” energy saving measures
in the country were relaxed, and agrochemical production came back online. However, China agrochemical prices
remained high and COVID-19 restrictions and lockdowns continued to negatively impact agrochemical production and
logistics.

Global energy prices recovered and remained high over the course of 2021. In addition, global freight and logistics costs
rose considerably during the year, and even further increased in December as COVID-19 continued to disrupt port activity,
coupled with high stay-at-home demand brought on by the Omicron wave. Similarly, in-land logistics remained challenged
as pandemic-related restrictions continued to create frictions in domestic supply lines. Taken together, these constraints
have impacted both availability of shipping and transportation resources, as well as significantly increased their costs, a
dynamic widely observed across all international trade-related industries.

The Company continues to actively manage its procurement and supply chain activities in order to mitigate these higher
procurement and logistics costs. It also endeavors to adjust its pricing wherever market conditions allow, to compensate
for these increased costs, the results of which were apparent in Q4, and are continuing to be seen into the beginning of
this year.

As the world continues to watch in horror the unfolding tragic and traumatic events in Ukraine, the Company is doing
everything possible to ensure the safety and security of its people, and stands strongly in support of its employees, partners
and customers. Although the Company is continuing to support farmers in Ukraine, its business in the country is being
impacted to a certain extent. At this stage, the Company anticipates that its overall results for the first quarter of 2022 will
not be materially impacted, due to promising performance in other geographies.. The Company is continuously reviewing
the situation on the ground and assessing the potential risks involved, and will provide a further update in due course. At
times like these, the Company is keenly aware of the important role it plays in helping farmers to continue to grow their
crops, in order to ensure global food security.


China Operations Update

The Company's manufacturing site in Jingzhou, Hubei (ADAMA Sanonda) continues on its path of gradually ramping up
production following the completion of the Relocation & Upgrade program at the site, progressively reducing the need for
incurring additional procurement costs, and gradually reducing idleness charges as production and utilization levels
steadily increase.

As a result of the institution during 2021 of China's "Dual Control" energy restrictions as well as certain regulatory
inspections conducted at some industrial parks, the Company's manufacturing facilities in Huai'An (ADAMA Anpon) and in
Dafeng (ADAMA Huifeng), both in Jiangsu province, were suspended for a number of weeks in September and October


                                                              13
ADAMA Ltd.                                                                                               Annual Report 2021


2021. As the restrictions were loosened in the following weeks, operations at these sites resumed, albeit initially at a more
limited capacity, reaching normal operations by December. This temporary suspension caused an increase in idleness
costs during the quarter.

The energy restrictions and resulting widespread production suspensions contributed to a significant increase in
procurement costs of raw materials and intermediates, on top of the already high costs seen in prior months in the face of
strong underlying demand and relatively constrained supply. Although these industry-wide supply shortages have started
to alleviate somewhat in recent weeks, the Company is expecting the high procurement costs seen in H2 2021 to continue
to pose challenges for its margins in the coming months as these inventories progress through the Company's inventory
cycle. The Company endeavors, wherever possible and supported by market conditions, to increase prices in order to
mitigate the impact of the higher costs.

In China, the Company is benefiting to some extent from the generally higher pricing environment in the sales of its raw
materials and intermediates, where it is seeing robust demand, driving the strong performance in China in the fourth quarter.



Crop Protection Products
The Group is focused on the development, manufacturing and commercialization of largely off-patent crop protection
products, which are generally herbicides, insecticides and fungicides, which protect agricultural and other crops against
weeds, insects and disease, respectively.

Herbicides - During cultivation, crops are exposed to various weeds that grow in their environment and compete for water,
light and nutrients. Herbicides are designed to prevent or stunt the development of such weeds to allow the cultivated crop
to develop optimally throughout the different stages of its growth, and therefore to reach optimum yield. The herbicides
sold by the Company are both selective (do not affect or harm the crop itself) and non-selective. The best-selling herbicides
are those designed to protect soy, corn, cereals, rice and cotton.

Insecticides - Insecticides are designed to control various types of insects and pests in a selective manner (without harming
the crop itself). The best-selling insecticides are designed to protect fruits and vegetables, corn, cotton and soy.

Fungicides - Fungicides are designed to combat various diseases and parasitical fungi. In general, when weather
conditions in the agricultural season are dry, the prevalence of crop diseases is much smaller, reducing demand for such
products. Crops in which fungicides are used most frequently are cereals, fruit, vegetables, soy, grapevines and rice.



Main production processes, and upstream and downstream elements
Production - The Group's manufacturing sites house two types of facilities: (1) dedicated facilities designed to produce a
single product or product family; and (2) multi-purpose facilities - comprising the majority of the Group's facilities where
several kinds of products may be manufactured. The latter provide the Group with manufacturing flexibility and enable it to
prepare for the manufacturing of new products, subject to maintaining and ensuring quality standards.

Value chain - Generally, the value chain between the Group and the end customer who ultimately purchases its products
around the world may be characterized as follows: Importer / Formulator -> Distributor -> Retailer -> Farmer. Due to the
expansion of the Company's activities and the acquisition and establishment of subsidiary companies in different regions
of the world in recent years, in most cases companies owned by the Group carry out the role of the formulator and/or the
importer, and occasionally also the role of the distributor and sometimes the retailer. In the past, farmers stored the
inventory in their own warehouses, but this trend has changed and today most of inventories are stored either in the
importers' or the distributors’ warehouses.



                                                             14
ADAMA Ltd.                                                                                                 Annual Report 2021


Raw materials and suppliers - The Group procures and manufactures a large variety of raw materials, which may not be
uniformly characterized, together with complementary raw materials or intermediates required to produce the finished
products and/or their formulations. The most significant element of the Group's cost of sales is the cost of raw materials
used in its production processes, which is primarily influenced by global changes in the supply of raw materials, and, to a
certain extent, extreme fluctuations in international oil prices. Similarly, the cost of purchasing finished products for sale to
third parties is also significant. The Group purchases its raw materials from various suppliers, primarily in China, Europe,
the U.S.A., and South America. The Group's supplier network has not changed significantly over the past few years, while
suppliers from China are still a main source for raw material, due to the wide range of products and competitive prices
offered by them, together with the improved quality of the products that are examined by the Group through product quality
testing.

Customers - The Company’s customers are numerous and are distributed across many countries throughout the world,
although in some countries, sales are made to a relatively small number of customers. Generally, the Group's products are
primarily sold to regional and local distributors in the different countries, who in turn market them to end customers in that
country, some of whom are large cooperatives. The Group also sells, inter alia, to multinational companies and to other
producers that manufacture end-use products based on active ingredients sourced from the Group's. The vast majority of
sales are made to returning customers, typically without long-term supply contracts, as is customary in the industry. In
most countries, purchases are made without long-term advance orders, while in some areas they are made based on (non-
binding) rolling sales forecasts and actual orders. The Group's actual production is based on these forecasts.

Distribution and marketing - The Group's marketing operations are global and designed to consistently increase profits and
market share. The Group markets its products directly through local representation in all of the largest agricultural markets
worldwide by means of local salespeople and commercial activities directed at the distributors, agricultural consultants and
farmers.



For further important additional information and details, please refer to the Annex.

Procurement model of major raw materials


                                                                               Significant
                                                                               change in     Average price Average price
                                  Procurement     Proportion out of total
   Main raw materials                                                              the           in H1         in H2
                                     model          purchase amount
                                                                               settlement     (RMB/Kg)*     (RMB/Kg)*
                                                                                method
AI Tech                                                     40.0%                  No             51.95             63.17
Raw Materials                                               23.4%                  No              9.51             10.42
Co-Formulants                Purchase through                5.7%                  No              9.83             14.28
Formulated Products          multiple channels              21.9%                  No             28.73             32.87
Packaging                                                    6.2%                  No              1.23              1.67
Other                                                        2.8%                  No              0.32              0.71
* Prices in RMB are based on average exchange rates for the relevant period.



Reasons for significant changes in raw material prices compared with the previous reporting period
□ Applicable √ Not applicable
Whether the Company spends more than 30% of its total production cost on energy supply
□ Applicable √ Not applicable



                                                                15
ADAMA Ltd.                                                                                             Annual Report 2021


Reasons that there is material change to the main energy types during the reporting period
□ Applicable √ Not applicable


Production technologies of main products
       Main Products                    Stage of         Key Technical Experts       Patents        R&D advantages
                                      Production
                                    Technologies of
                                     Main Products
Herbicides                        Industrialized      Employed by the Group        Some are Off-patent AIs developed
                                  production                                       patent    into differentiated mixtures
                                                                                   protected and formulations, in
                                                                                             combination with new
                                                                                             formulation and delivery
                                                                                             technologies that provide
                                                                                             more efficient ways to
                                                                                             deliver the products into
                                                                                             the plants
Fungicides                        Industrialized      Employed by the Group        Some are Off-patent AIs developed
                                  production                                       patent    into differentiated mixtures
                                                                                   protected and formulations, in
                                                                                             combination with new
                                                                                             formulation and delivery
                                                                                             technologies that provide
                                                                                             more efficient ways to
                                                                                             deliver the products into
                                                                                             the plants
Insecticides                      Industrialized      Employed by the Group        Some are Off-patent AIs developed
                                  production                                       patent    into differentiated mixtures
                                                                                   protected and formulations, in
                                                                                             combination with new
                                                                                             formulation and delivery
                                                                                             technologies that provide
                                                                                             more efficient ways to
                                                                                             deliver the products into
                                                                                             the plants


Capacity of main products
       Main Products              Normal Capacity     Capacity Utilization (%)     Capacity           construction
                                    (tons/year)                                      Under          Investment in the
                                                                                 Construction      production of Main
                                                                                  (tons/year)           Products
Herbicides                             53,170                                       13,150       Ongoing
                                                               81%
Fungicides                             14,615                                        3,000       Ongoing
                                                               98%
Insecticides                           70,804                                       41,400       Ongoing
                                                               19%
Capacity figures in the above table is the synthesis capacity of the Group. In addition, the Group has approximately 590,000
tons of formulation capacity globally.




                                                             16
ADAMA Ltd.                                                                                              Annual Report 2021




Products produced in major chemical industry parks
              Major Chemical Industry Parks                                                 Products
Neot Hovav, Israel                                                Plant for production of insecticides and fungicides active
                                                                  ingredients as well as formulations, R&D center and Non-
                                                                  Agro activity
Ashdod, Israel                                                    Manufacturing of the herbicides’ active ingredients,
                                                                  formulations and Non-Agro activity as well
Anpon, China                                                      Plant for the manufacturing of insecticides and herbicides
                                                                  active ingredients, formulations, Flame Retardants and
                                                                  Non-Agro activity
Sanonda, China                                                    Plant for the manufacturing of insecticides active
                                                                  ingredients as well as number of formulations and Non-
                                                                  Agro activity
ADAMA Huifeng, China                                              Plant for production of Herbicides and Fungicides AIs, as
                                                                  well as number of formulations, alongside a packaging
                                                                  plant
Taquari, Brazil                                                   Plant for the manufacturing of active ingredients as well
                                                                  as number of formulations used for the manufacturing of
                                                                  insecticides, fungicides and herbicides


EIA approval status that is being applied or newly obtained during the reporting period
√ Applicable □ Not applicable

During the reporting period, the Company received the following EIA approvals:
   “Review Opinions on the Reconstruction and Expansion of Wastewater Discharge at the Estuary”.
   “Approval of Amendment to Environmental Impact Report of the Insecticide Relocation and Upgrading Project”.
   “Reply to the Environmental Impact Report of Salt Well Survey and Drilling Project”
ADAMA Anpon, the subsidiary of the Company, received the following EIA approvals:
   “Reply to the Environmental Impact Report of Expansion of Utilities and Auxiliary Facilities”
   “Reply on the Environmental Impact Report of the Relocation and Upgrading of 1000 t/a Pymetrozine (converted into
   100%)”
ADAMA Huifeng, the subsidiary of the Company, received the following EIA approvals:

 Reply to the Environmental Impact Reports of Upgrading of Flutriafol AI, Epoxiconazole AI, Glufosinate AI and 2,4-D
isooctyl ester AI.


Abnormal production suspension during the reporting period
□ Applicable √ Not applicable




                                                             17
ADAMA Ltd.                                                                                                    Annual Report 2021




Relevant approvals, permits and qualifications
√ Applicable □ Not applicable

Entity in China      Name of the Certificate                      Number                                 Expiration
                                               Pesticide Production Permit (E)
                   Pesticide Production Permit                                 March 15th, 2023
                                               0010
                                                     ( E ) WH [2020] extended No.
                   Safety Production Permit                                         March 1st, 2023
                                                     0011
                   Safety Production Permit          (E)FM [2021] No.050781               August 13th , 2024
                   Business record certificate of (E)3J42100111328
                   non-pharmaceutical                                                       July 2nd , 2024
                   precursor chemicals
                   Special Permit for the HW-D42I0001
                   Manufacturing of Monitored                                               April 3rd, 2024
                   Chemicals


                   National          Industrial XK13-008-00019 of Hubei
ADAMA Ltd.                                                                                  November 13th, 2023
                   Production Permit



                   Business   License          for No. [2021] 980014         of    Safety
                                                                                            July 5th, 2024
                   Hazardous Chemicals             Operation of Hubei D
                                                     No.(0045)for Port Operation of
                   Port Operation Permit                                              January 20th, 2025
                                                     Jingzhou of Hubei
                                                      No. 5, 2015 for Use of Port
                   Port Shoreline Use Permit                                      August 7th, 2061
                                                     Shoreline
                                                     No. 3, 2020 for Water Extraction of
                   Water Extraction Permit                                               August 13th, 2025
                                                     Jingzhou of Hubei
                   Registration Certificate of 421012001
                                                                                            December 9th, 2024
                   Hazardous Chemicals
                   Pollutant Emission Permit         91420000706962287Q001P                 December 25th, 2025
                                                     WH No. [H00029]         for   Safety
                   Safety Production Permit                                                 January 17th, 2025
                                                     Production of Jiangsu
                                                     No. 00394 for Business of
                   Business   License          for
                                                     Hazardous Chemicals of Huai’an of October 11th, 2024
                   Hazardous Chemicals
                                                     Jiangsu
                                                     No. 32080020034 for Pesticide
                   Pesticide Business License                                      December 26th, 2024
                                                     Business of Jiangsu
                                         No. 0014 for Pesticide Production of
ADAMA Anpon Pesticide Production Permit Jiangsu                               December 6th, 2022
(Jiangsu) Ltd.
               Pollutant Emission Permit 91320800139433337K001P               May 31th,2025
                   National          Industrial XK13-010-00189 of Jiangsu
                                                                                            January 12th, 2024
                   Production Permit
                   National          Industrial XK13-008-00007 of Jiangsu
                                                                                            September 23rd, 2023
                   Production Permit
                   National          Industrial XK13-014-00235 of Jiangsu
                                                                                            July 11th, 2024
                   Production Permit
                   Mining License                    C3200002009096120039192                September 30th, 2025
                   Safety Production Permit          FM No. [2021]0818 of Jiangsu           November 9th, 2024
Maidao, Branch Business   License              for No. 00641 for Business of
                                                                                  December 30th, 2022
of ADAMA Anpon Hazardous Chemicals                 Hazardous Chemicals of Jiangsu

                                                                18
ADAMA Ltd.                                                                                                   Annual Report 2021


Entity in China      Name of the Certificate                     Number                                Expiration
(Jiangsu) Ltd.                                    WH No. [H00015]           for   Safety
                   Safety Production Permit                                                July 22nd, 2024
                                                  Production of Jiangsu
                   Pollutant Emission Permit      91320800MA1NX3QW56001P                   December 19th, 2026
Hubei Sanonda                                No. 42000010083 for Pesticide
                  Pesticide Business License                               September 3rd, 2023
Trading Co., Ltd.                            Business of Hubei
ADAMA (Beijing)                            No. 11000010005 for Pesticide
Agricultural                               Business of Beijing
Technology      Pesticide Business License                               April 11th, 2023
Company
Limited
ADAMA Huifeng                                     No. 31011420006 for Pesticide
                Pesticide Business License                                      September 3rd, 2023
(Shanghai)                                        Business of Shanghai
Agricultural                                      No. [2020]203153 of Shanghai for
                Business     License     for
Technology Co.,                                   Business of Hazardous Chemicals August 25th, 2023
                Hazardous Chemicals
Ltd.
                   Safety Production Permit       (Su)WH No. [J00138]                    February 10th, 2024
                                                  No. 32090420577 for Pesticide
                   Pesticide Business License                                   January 6th, 2026
                                                  Business of Jiangsu
                                                  Pesticide Production Permit (Su)
                   Pesticide Production Permit                                     May 13th, 2026
                                                  0199
               Registration Certificate of 320912188
ADAMA Huifeng                                                                              March 8th, 2024
               Hazardous Chemicals
(Jiangsu) Ltd.
               Pollutant Emission Permit   91320982MA1WNXWQX6001P                          December 20th,2025
                   Business record certificate of (Su)3S32090000086
                   non-pharmaceutical                                                      February 9th, 2024
                   precursor chemicals
                   Export            Enterprise 04136730
                                                                                           --
                   Registration Form


Company focused on oil processing and trade
□ Applicable √ Not applicable


Company focused on fertilizer
□ Applicable √ Not applicable


Company focused on agrochemicals
√ Applicable □ Not applicable
Market share - As mentioned herein, ADAMA is a leading company among the crop-protection companies that focus on
off-patent crop protection solutions. The Group’s global crop protection market share was approximately 6.0% in 2021,
based on AgBio Investor’s preliminary estimation of the global agrochemical industry in 2021, and 5.5% in 2020.
Registration - The materials and products marketed by the Group require, at various stages of their development production
and marketing, registration in every country where the Company intends to market them. The Company has development
and registration centers, located in Europe, Israel, Latin America, Brazil, North America, India and Asia. Further, its global
registration network, providing local registration capabilities in over 100 countries, enables the Group to efficiently introduce
new products in all major markets and provide farmers with a comprehensive portfolio of crop protection solutions. In the
last three years, the Group’s registration network of highly-skilled professionals has obtained approximately 1,300 new
product registrations. These capabilities are increasingly important as regulatory requirements continue to increase globally.

                                                               19
ADAMA Ltd.                                                                                                Annual Report 2021


Tax policies - The Group develops, purchases, manufactures and markets its products through many companies worldwide,
and as such operates through approximately 60 subsidiaries. To the best of the Group’s knowledge, it is in material
compliance with applicable tax laws.


Company focused on chlorine alkali and caustic soda business
□ Applicable √ Not applicable


Company focused on chemical fiber industry
□ Applicable √ Not applicable


Company focused on plastic and rubber making
□Applicable √ Not applicable



III.   Core competitiveness analysis

As a leading off-patent crop protection provider in the global crop protection market, the Group believes that the following
strengths provide it with sustainable competitive advantages and the foundation to capitalize on favorable underlying
agriculture and crop protection industry trends:
       Off-patent Industry Leader. The Group’s success as one of the world’s leading off-patent companies has given it
       a deep understanding of the industry and enabled it to build one of the most extensive off-patent product offerings,
       giving it the ability to provide efficient, value-added solutions to farmers of every major crop around the world.
       Moreover, the breadth of the Group’s product portfolio, with no single active ingredient constituting more than 5%
       of its sales in 2021, combined with its extensive geographic reach, provide effective diversification and enhanced
       stability. The Group strives to continue to gain market share, building on its leading role in the market, farmer-centric
       focus and broad product portfolio. Furthermore, the Group’s addressable market continues to expand as the crop
       protection market globally continues to shift towards off-patent products, the segment of the market on which the
       Group focuses. This shift is the result of significant increases in the costs and risks of discovering and developing
       novel and effective Active Ingredients (AIs), which over time has led to fewer introductions of new molecules each
       year by the Company’s Research-Based Company (RBC) competitors. The Group believes that its strength in the
       off-patent market provides it with a certain competitive advantage relative to RBCs, as it is able, with its research,
       technology and know-how, to access off-patent crop protection products developed by all of the various major RBCs.
       This allows the Group to enhance existing crop protection products and introduce unique mixtures and formulations.
       In parallel, the Group’s global scale, registration expertise and manufacturing footprint are competitive advantages
       in comparison to many of its off-patent peers.

       Global Reach and Strength in Emerging Markets. The Group has an industry leading global footprint with
       extensive market presence. The Group enjoys broad geographic diversification by selling in over 100 countries with
       a balanced regional split, as evidenced by its 2021 revenue breakdown of approximately 22% in Europe, 27% in
       Latin America, 19% in North America, 19% in Asia Pacific, and 14% in India, the Middle East and Africa. This
       regional balance enhances the Group’s growth profile and provides diversification across different countries,
       climates, crops and planting seasons. The Group has a particularly strong presence in emerging markets, where
       growth is expected to outpace developed markets, and from which it derived more than half of its 2021 sales.

       Unique Positioning and Access to China. The Group believes that the foundation provided by the integration of


                                                              20
ADAMA Ltd.                                                                                               Annual Report 2021


     Adama Solutions with the operational and commercial infrastructure of the Company in China, together with its
     unique relationship with its ultimate controlling shareholder, Sinochem Holdings, provides it with a clear advantage
     in penetrating the Chinese market, one of the largest and fastest growing agricultural markets in the world. The
     Group is one of the only global crop protection providers with a significant integrated commercial and operational
     infrastructure within China. The Group intends to leverage this infrastructure to pursue a leading position in the
     Chinese crop protection market and capitalize on the growing importance of high-quality global brands in China.
     With its activities in China also forming part of Syngenta Group China, the Group believes it is uniquely positioned
     to capitalize on the trend toward consolidation within the high-growth, highly fragmented Chinese crop protection
     market. In addition to helping it become a leader in the Chinese crop protection market, the integration of the
     Company’s China-based manufacturing facilities into the Group’s global manufacturing operations provides it with
     the ability to more effectively develop and commercialize advanced, differentiated products, as well as benefit from
     improved cost positions in key molecules, enhance the optimization of its global supply chain over time, drive greater
     efficiency throughout the organization, and secure both revenue growth as well as increased profitability.

     Collaborations with members of the Syngenta Group. The Group is working together with the other companies
     within the Syngenta Group to create value for itself and the Syngenta Group through increasing the Group’s sales,
     reducing costs and improving processes. Such efforts include various collaboration initiatives for the sale and
     distribution of finished products, raw materials supply and procurement, logistics and supply chain, as well as in the
     R&D and products’ registration fields.

     Vertically Integrated Business with Global Scale. The Group is one of the few off-patent crop protection providers
     that is active across virtually the entire value chain, from worldwide marketing, sales and distribution, to registration,
     production and R&D. As a result, the Group is able to efficiently manage its product portfolio and operations in
     response to the dynamic needs of farmers, changing weather conditions, government policies and regulations, and
     capture value at each point in the value chain. Approximately 85% of the Group’s products are produced, formulated
     or both in its world-class, well-invested facilities across the globe. Having deep knowledge, expertise and
     experience in all aspects of the development process, integrated chemical synthesis and formulation production
     and control over the entire supply chain, provides the Group with cost and control advantages, and the agility to
     address market challenges and capture value. Further, its global registration network, providing local registration
     capabilities in over 100 countries, enables the Group to efficiently introduce new products in all major markets and
     provide farmers with a comprehensive portfolio of crop protection solutions. In the three years, the Group’s
     registration network of highly-skilled professionals has obtained approximately 1,300 new product registrations.
     These capabilities are increasingly important as regulatory requirements continue to increase globally. The Group’s
     sales and marketing infrastructure is characterized by its local sales forces in each of its strategic markets, who
     build strong relationships with local distributors and with the end users, the farmers, to better understand their needs.
     This drives demand at the wholesale, retail and farmer level and provides the Group with valuable market insight
     and understanding.

     Extensive, Differentiated Offering. The Group offers farmers a hybrid portfolio of increasingly differentiated
     products and solutions that are tailored to the specific needs of each geographic region and each type of crop. The
     Group utilizes an integrated, solutions-based approach to its entire offering in order to meet the unique demands of
     its global customer base. The Group strives to offer farmers a branded portfolio that is comprised of both high-value
     differentiated products as well as high-volume off-patent products, alongside an increasing number of unique
     mixtures and formulations and novel, innovative products and services, aimed to provide solutions to farmers in
     nearly every region, and for all major crops. The Group’s extensive portfolio is composed of over 200 centrally
     managed AIs and over 1,475 mixtures and formulations.


                                                            21
ADAMA Ltd.                                                                                        Annual Report 2021


     Experienced and Empowered Management Team. With a deep understanding of the crop protection industry and
     firm focus on sustaining the Group’s leadership and financial strength, its management team is a cohesive and
     integrated team that has the knowledge, skills and experience required to guide the Group on its path to achieving
     its ambition of global leadership. The Group believes in empowering its teams and creating leaders from its
     strongest performers, with the result that its management team is composed of the people who have successfully
     managed its business, and developed and executed its strategy over the last few years, continuing its track record
     of consistent, profitable growth.




                                                         22
ADAMA Ltd.                                                                                      Annual Report 2021


IV.    Main business analysis

I.     Overview

For general crop protection market environment, please refer to I. Main business of the Company during the Reporting
Period of Section III above.
                                                                      Same period of last year as
                                      Fourth Quarter
           Item                                                          previously reported               +/-%
                                        (000’RMB)
                                                                             (000’RMB)
Revenues                                                 8,550,241                         7,555,210         13.2%
Pre-Tax Profits                                            299,252                           109,653        172.9%
   Pre-tax profit margin                                     3.5%                               1.5%              -
Net income                                                 165,032                           127,683         29.3%
   Net income margin                                         1.9%                               1.7%              -
EBITDA                                                   1,201,894                         1,019,715         17.9%
   EBITDA margin                                            14.1%                              13.5%              -


                                                                      Same period of last year as
                                      Fourth Quarter
            Item                                                         previously reported               +/-%
                                         (000’USD)
                                                                              (000’USD)
Revenues                                                 1,337,049                         1,141,142         17.2%
Pre-Tax Profits                                             46,767                            16,546        182.6%
   Pre-tax profit margin                                     3.5%                               1.4%              -
Net income                                                  25,197                            19,271         30.8%
   Net income margin                                         1.9%                               1.7%              -
EBITDA                                                     187,946                           154,019         22.0%
   EBITDA margin                                            14.1%                              13.5%              -


                                                                      Same period of last year as
                                     Reporting Period
           Item                                                          previously reported               +/-%
                                        (000’RMB)
                                                                             (000’RMB)
Revenues                                                31,038,605                        28,444,833         9.12%
Pre-Tax Profits                                            543,802                           575,212        -5.46%
   Pre-tax profit margin                                     1.8%                               2.0%              -
Net income                                                 163,313                           352,753       -53.70%
   Net income margin                                         0.5%                               1.2%              -
EBITDA                                                   3,821,303                         4,088,571        -6.54%
   EBITDA margin                                            12.3%                              14.4%              -


                                                                      Same period of last year as
                                     Reporting Period
            Item                                                         previously reported               +/-%
                                        (000’USD)
                                                                              (000’USD)
Revenues                                                 4,813,041                         4,127,751        16.60%
Pre-Tax Profits                                             84,564                            82,620         2.35%
   Pre-tax profit margin                                     1.8%                               2.0%              -
Net income                                                  25,518                            51,068       -50.03%
   Net income margin                                         0.5%                               1.2%              -
EBITDA                                                     592,846                           592,480         0.06%
   EBITDA margin                                            12.3%                              14.4%              -




                                                         23
ADAMA Ltd.                                                                                               Annual Report 2021


Note: Since the functional currency of main overseas subsidiaries is the USD, and the Company’s management review of
the Company’s performance is based on the USD results, following explanations and analysis are based on USD-
denominated numbers.




2. Revenues and costs

Revenues

Revenues in the fourth quarter grew by 17% (+13% in RMB terms) to $1,337 million, driven by a significant 14% increase
in prices, a trend which started in the third quarter and accelerated into the fourth quarter. The markedly higher prices were
complemented by continued volume growth (5%), including the contribution of newly acquired companies, and only slightly
moderated by the adverse impact of exchange rate movements.

In the quarter, the Company delivered significant growth in Latin America, both in Brazil and across much of the rest of the
region. In Brazil, the Company benefited from the good soybean planting season, as well as the strong farmer demand
which supported higher prices, factors which are also supporting growth throughout South and Central America. The
Company continues to grow strongly in Asia Pacific, led by a significant increase in sales in the quarter in China, with sales
of its raw materials and intermediates in the country benefiting from higher prices resulting from strong demand in a
generally supply-constrained environment. In North America, the Company saw a pleasing performance in the fourth
quarter, enjoying robust pre-season demand in both US and Canadian agricultural markets as farmers order early in light
of continued industry-wide concerns around availability later in the season. Sales in the India, Middle-East & Africa region
grew in the quarter, led by a strong performance in India driven by new product launches in the country, as well as South
Africa, where the Company continues to benefit from favorable cropping conditions and new product launches. The fourth
quarter saw sales in Europe only slightly higher than the same period last year, as growth across most of the region was
largely offset by supply challenges, felt mainly in France and Germany.

The continued robust growth in the quarter brought full year sales to a record-high of $4,813 million, an increase of 17%
(+9% in RMB terms), driven by 12% volume growth alongside 4% higher prices, and further aided somewhat by stronger
currencies.




                                                             24
ADAMA Ltd.                                                                                     Annual Report 2021


(1) Operating revenues
                                                                                                       Unit: RMB’000
                                                       2021                          2020
                                                         Ratio of the                   Ratio of the
                                                                                                          YoY +/-%
                                           Amount         operating     Amount           operating
                                                           revenue                        revenue
Total operating revenue                   31,038,605          100%      28,444,833         100%             9.1%
Classified by industries
Manufacture of chemical raw materials
                                          31,038,605          100%      28,444,833         100%             9.1%
and chemical products
Classified by products
Herbicides                                12,716,458          41.0%     11,763,783         41.4%            8.1%
Fungicides                                6,137,712           19.8%      5,898,321         20.7%            4.1%
Insecticides                              9,192,554           29.6%      8,095,679         28.5%           13.5%
Ingredients and Intermediates (Formerly
                                          2,991,881           9.6%       2,687,050         9.4%            11.3%
referred to as Non-Agro)
Classified by regions
Europe                                    6,920,884           22.3%      7,155,152         25.2%           -3.3%
North America                             5,907,944           19.0%      5,333,514         18.8%           10.8%
Latin America                             8,217,586           26.5%      7,460,282         26.2%           10.2%
Asia-Pacific                              5,793,987           18.7%      4,533,778         15.9%           27.8%
India, Middle East and Africa             4,198,204           13.5%      3,962,107         13.9%            6.0%
Classified by Sales Channel
Direct Sales                               1,300,368           4.1%      1,439,278          4.8%           -5.8%
Dealership                                26,746,356          86.2%     24,318,505         85.8%            9.7%
Others                                     2,991,881           9.6%      2,687,050          9.4%           11.3%




                                                         25
ADAMA Ltd.                                                                                            Annual Report 2021




                                                                                                              Unit: USD’000
                                                         2021                               2020
                                                           Ratio of the                        Ratio of the
                                                                                                                 YoY +/-%
                                             Amount         operating          Amount           operating
                                                             revenue                             revenue
Total operating revenue                      4,813,041           100%           4,127,751               100%      16.6%
Classified by industries
Manufacture of chemical raw materials
                                         4,813,041               100%           4,127,751               100%      16.6%
and chemical products
Classified by products
Herbicides                               1,971,982               41.0%          1,707,193              41.4%      15.5%
Fungicides                                951,654                19.8%            856,648              20.8%      11.1%
Insecticides                             1,425,106               29.6%          1,174,463              28.5%      21.3%
Ingredients and Intermediates (Non-Agro) 464,299                  9.6%            389,447               9.4%      19.2%
Classified by regions
Europe                                    1,072,415              22.3%          1,035,865              25.1%       3.5%
North America                               916,603              19.0%            775,744              18.8%      18.2%
Latin America                             1,275,558              26.5%          1,087,796              26.4%      17.3%
Asia-Pacific                                898,084              18.7%            656,276              15.9%      36.8%
India, Middle East and Africa               650,381              13.5%            572,070              13.8%      13.7%
Classified by Sales Channel
Direct Sales                                203,364               4.2%            209,059               5.1%      -2.7%
Dealership                                4,145,906              86.1%          3,529,245              85.5%      17.5%
Others                                      463,771               9.6%            389,447               9.4%      19.1%

Note: the sales split per product category is provided for convenience purposes only, and is not representative of the way
the Company is managed or in which it makes its operational decisions.
Regional Performance Review

Europe: Sales were up by 3.4% in the fourth quarter and by 3.0% in the full year, in constant exchange rates (CER) terms,
compared with the corresponding periods last year.

In the fourth quarter, the Company saw moderate growth in Europe, achieved despite the impact of the COVID-19 Omicron
wave hampering regular commercial activities, with growth across most of the region being partially offset by supply
challenges, mainly felt in France and Germany.

In US dollar terms, sales were higher by 0.4% in the quarter and by 3.5% in the full year, compared to the corresponding
periods last year, reflecting the net impact of the weaker currencies in the quarter, contrasted with the somewhat stronger
currencies over the full year.

North America: Sales were up by 11.1% in the fourth quarter and by 17.4% in the full year, in CER terms, compared with
the corresponding periods last year.

The pleasing performance in the fourth quarter reflects the robust pre-season demand seen in both US and Canadian
agricultural markets as farmers order early in light of continued industry-wide concerns around availability later in the
season.

In US dollar terms, sales in the region grew by 11.7% in the quarter and by 18.2% in the full year, compared to the
corresponding periods last year, reflecting the strengthening of the Canadian Dollar.

Latin America: Sales grew by 25.8% in the fourth quarter and by 19.3% in the full year, in CER terms, compared to the



                                                            26
ADAMA Ltd.                                                                                              Annual Report 2021


corresponding periods last year.

Strong growth was seen in Brazil and across much of the rest of the region. In Brazil, the Company benefited from the
good soybean planting season, as well as the strong farmer demand which supported higher prices. The Company
commenced local production and commercialization in Brazil of ARMERO, its new dual-mode fungicide containing the
active ingredients Prothioconazole and Mancozeb, benefiting from its new in-house production of Prothioconazole, a
leading broad-spectrum systemic fungicide. The Company also delivered pleasing growth in Paraguay following an
acquisition in the country in the fourth quarter of 2020, as well as in Central America and many other countries in the wider
region.

In US dollar terms, sales in the region grew by 21.9% in the quarter, and by 17.3% in the full year, compared to the
corresponding periods last year, reflecting the generally weaker average currency levels that prevailed over the periods,
in particular the BRL.

Asia-Pacific: Sales grew by 36.4% in the quarter and by 28.5% in the full year, in CER terms, compared to the
corresponding periods last year.

The Company continues to grow strongly in Asia Pacific, led by a significant increase in sales in the quarter in China. In
China, the Company's sales of raw materials and intermediates, where it continues to see strong demand, also benefited
from the higher pricing environment resulting from general supply constraints. In addition, ADAMA continues to grow sales
of its branded, formulated portfolio, and was also bolstered by the acquisition of Huifeng during the year.

In the wider APAC region, the Company saw moderate growth in the quarter, with increases in the Pacific region being
balanced by somewhat softer performances in some east Asian markets, where commercial activities continued to be
hampered by COVID-related restrictions and supply constraints.

In US dollar terms, sales in the region grew by 38.6% in the fourth quarter and by 36.8% in the full year, compared to the
corresponding periods last year, reflecting the impact of the strengthening of regional currencies, most notably the
Australian Dollar and Chinese Renminbi.

India, Middle East & Africa: Sales grew by 20.7% in the quarter and by 12.7% in the full year, in CER terms, compared
to the corresponding periods last year.

Growth in the quarter was led by a strong performance in India, driven by new product launches in the country, including
BARROZ, a leading tool for the control of stem borer in rice, as well as South Africa, where the Company continues to
benefit from favorable cropping conditions and new product launches.

In US dollar terms, sales in the region grew by 20.4% in the quarter and by 13.7% in the full year, compared to the
corresponding periods last year, reflecting the impact of the somewhat weaker currencies in the quarter contrasted with
the strengthening of regional currencies over the full year period, most notably the Israeli Shekel.




                                                             27
ADAMA Ltd.                                                                                              Annual Report 2021


(2) List of the industries, products, regions and distribution models exceed 10% of the operating
revenues or operating profits of the Company
√ Applicable □ Not applicable
                                                                                                             Unit: RMB’000
                                                                          YoY              YoY
                                                       Gross                                                 YoY
                          Operating        Cost of               increase/decrease increase/decrease
                                                       Margin                                        increase/decrease
                          revenues       goods sold                of the operating   of the cost of
                                                        (%)                                          of the gross margin
                                                                       revenues        goods sold
Classified by industries
Manufacturing
chemical raw
materials and
chemical products        31,038,605 23,412,519         24.6%           9.1%              16.6%                -8.9%

Crop Protection           28,046,724 21,045,667        25.0%           8.9%              17.8%               -11.3%
Ingredients and
                          2,991,881      2,366,852     21.0%          11.5%               7.4%                29.9%
Intermediates




In the event that the statistical manner of the Company's main business data is adjusted during the reporting period, the
Company's main business data for the most recent year adjusted to the manner at the end of the reporting period
□ Applicable √ Not applicable


Whether the Company generates more than 10% revenue or net profit from its overseas business against the audited
annual revenue and net profit for the most recent accounting year
√ Applicable □ Not applicable
     Overseas Business            How it operates in foreign       Whether the tax policy        measures it takes during
                                           markets                influences the business          the reporting period
                                                                          overseas
                                  The       Group      develops, No material influence exists. The Group’s services or
                                  purchases, manufactures and                                  products are priced based on
                                  markets its products through                                 transfer    pricing   studies
                                  many companies worldwide.                                    conducted to reflect the
                                  As such, the Group operates                                  market price that would have
                                  through approximately 60                                     been determined for these
                                  subsidiaries, with each of the                               services or products were
Adama Solutions                   Group       companies   being                                they to be provided to non-
                                  independent and fulfilling a                                 group     members.      Such
                                  different role and making a                                  transfer prices are reviewed
                                  different contribution to the                                on a quarterly basis.
                                  Group's operations, and
                                  being assessed according to
                                  the tax laws in their specific
                                  localities.




                                                                28
ADAMA Ltd.                                                                                               Annual Report 2021


(3) Whether the Company’s revenue from sale of goods exceed the revenue from services

√ Yes □ No

     Industries              Items              Units                  2021              2020               YoY +/-%
                        Sales volume             Ton                 911,724            768,688                  18.6%
Crop Protection           Production             Ton                 520,242            491,925                  5.8%
                           Inventory             Ton                 220,547            223,176                  -1.2%

Reasons for any over -30% YoY movement of the data above:
□ Applicable √ Not applicable


(4) Execution of the significant sales and procurement contracts signed by the Company up to
the Reporting Period
□ Applicable √ Not applicable


(5) Composition of Operating Costs

Category of the industries
                                                                                                             Unit: RMB’000

                                                            2021                             2020
         Industries               Items                           Ratio of the                    Ratio of the     YoY +/-%
                                                Amount                            Amount
                                                             operating costs                   operating costs
Industry of                  Cost of
manufacturing chemical materials
                                               17,995,565           76.9%        16,740,996               83.4%      7.5%
raw materials and            (procurement
chemical products            costs)
Industry of
manufacturing chemical
                             Labor cost        1,201,040             5.1%          1,153,968               5.7%      4.1%
raw materials and
chemical products
Industry of
manufacturing chemical Depreciation
                                                679,590              2.9%            669,414               3.3%      1.5%
raw materials and            expense
chemical products

Explanations:

The Company recorded certain extraordinary charges within its reported cost of goods sold, totaling approximately RMB
652 million ($101 million) in the full year period compared with RMB 338 million ($ 50 million) in 2020. These charges were
largely related to its Relocation & Upgrade program and include mainly (i) excess procurement costs, both in quantity and
cost terms, incurred as the Company continued to fulfill demand for its products in order to protect its market position
through replacement sourcing at significantly higher costs from third-party suppliers, and (ii) elevated idleness charges
largely related to suspensions at the facilities being relocated and upgraded, as well as to the temporary suspension of the
Jingzhou site in Q1 2020 at the outbreak of COVID-19 in Hubei Province. While Huai’An site (Jiangsu Province) is under
relocation, Jingzhou site (Hubei Province) continues on its path of gradually ramping up production following the completion
of the Relocation & Upgrade program at the site, progressively reducing the need for incurring additional procurement
costs, and gradually reducing idleness charges as production and utilization levels steadily increase.

                                                             29
ADAMA Ltd.                                                                                               Annual Report 2021


Excluding the impact of the abovementioned, largely non-recurring and relocation-related costs, over the full-year period,
the increased gross profit was driven by the higher prices, a trend which started in the third quarter and accelerated into
the fourth quarter, alongside the strong volume increases seen in each of the four quarters of the year, as well as a net
positive impact from portfolio mix, and generally favorable currency movements. These combined to more than offset
higher logistics, procurement and production costs, which nevertheless resulted in a somewhat lower adjusted gross
margin over the full year period.

In addition, please note that as a result of recent changes in the ASBE guidelines, certain items in 2021 (specifically certain
transportation costs and certain idleness charges) have been reclassified from Operating Expenses to COGS.


(6) Has the consolidated scope changed during the Reporting Period

√ Yes □ No
During the reporting period, the Group acquired 51% of the outstanding shares of Adama Huifeng (Jiangsu) Co., Ltd -


(7) List of significant changes or adjustment of the industries, products or services of the
Company during the reporting period

□ Applicable √ Not applicable


(8) List of major trade debtors and major suppliers

List of the major trade debtors of the Company

Total sales to top 5 customers (RMB’000)                                                                           2,002,104
Ratio of total sales to top 5 customers to annual total sales                                                          6.54%
Ratio of total sales to related parties (within top 5 customers) to annual total sales                                 2.74%


Information of the Top 5 Customers
                       Customers                   Sales Amount                  Ratio of the sales to this customer to
                                                    (RMB’000)                           the annual total sales
  1                A                                                838,834                                           2.74%
  2                B                                                332,415                                           1.09%
  3                C                                                319,541                                           1.04%
  4                D                                                258,038                                           0.84%
  5                E                                                253,276                                           0.83%
  Aggregated                                                       2,002,104                                          6.54%
Notes of other situation of the major customers
□ Applicable √ Not applicable




                                                              30
ADAMA Ltd.                                                                                               Annual Report 2021


List of the major suppliers of the Company

Total purchase to top 5 suppliers (RMB’000)                                                                  2,729,650

Ratio of total purchase to top 5 suppliers to annual total purchase                                             15.5%

Ratio of total purchase from related parties (within top 5 suppliers) to annual total purchase                  5.43%



Information of the Top 5 Suppliers
                       Suppliers                Purchase Amount                        Ratio to the annual total sales
                                                   (RMB’000)
   1               A                                  954,199                                        5.43%
   2               B                                  537,499                                        3.06%
   3               C                                  488,729                                        2.78%
   4               D                                  399,112                                        2.27%
   5               E                                   350,111                                       1.99%
   Aggregated                                         2,729,650                                     15.53%
Notes of the other situation of the major suppliers
□ Applicable √ Not applicable


3. Expenses

                                                           In RMB ’000                               In USD ’000
                                                2021             2020       YoY +/-%        2021         2020          YoY +/-%
Sales and Marketing expenses                  4,019,257      4,945,345      -18.73%        623,076           717,453    -13.5%
General and Administrative expenses           1,089,599      1,043,708       4.40%         168,937           151,517    11.50%
R&D expenses                                   501,377            478,778    4.72%         77,787             70,058    11.03%
Financial (income) / expenses                 1,939,422      1,847,189       4.99%         301,307           269,341    11.87%
Tax expenses                                   380,489            222,459   71.04%         59,044             31,552    87.13%


Explanations for the change of above expenses:

Note: As noted above and since functional currency of main overseas subsidiaries is the USD, and the Company’s
management review of the Company’s performance is based on the USD results, following explanations and analysis are
based on USD-denominated numbers.
(1) Sales and Marketing Expenses
Please also note that as a result of recent changes in the ASBE guidelines, most transportation costs have been reclassified
from Operating Expenses to COGS, which offset the level of sales and marketing expenses.
In recent years, the Company conducted various corporate development activities, including mergers and acquisitions,
which resulted in the inclusion within its sales and marketing expenses of various non-operational, mostly non-cash
charges affecting the Company’s reported numbers, mainly as follows:

       RMB 149 million ($23 million) in 2021 (2020: RMB 211 million ($31 million)) in non-cash amortization charges in
       respect of Transfer assets received and written-up related to the 2017 ChemChina-Syngenta acquisition. The

       proceeds from the Divestment of crop protection products in connection with the approval by the EU Commission
       of the acquisition of Syngenta by ChemChina, net of taxes and transaction expenses, were paid to Syngenta in



                                                             31
ADAMA Ltd.                                                                                                Annual Report 2021


       return for the transfer of a portfolio of products in Europe of similar nature and economic value. Since the products
       acquired from Syngenta are of the same nature, and with the same net economic value as those divested, the

       Divestment and Transfer transactions had no net impact on the underlying economic performance of the Company.
       These additional amortization charges will continue until 2032 but at a reducing rate, yet will still be at a meaningful

       level until 2028;

       RMB 86 million ($13 million) in 2021 (2020: RMB 72 million ($11 million)) in charges related mainly to the non-cash
       amortization of intangible assets created as part of the Purchase Price Allocation (PPA) on acquisitions, with no
       impact on the ongoing performance of the companies acquired, as well as other M&A-related costs.

Excluding the abovementioned non-operational charges, the level of selling and marketing expenses reflected the strong
growth of the business, the additional expenses of the newly acquired companies, generally stronger global currencies
against the US dollar, and the generally inflationary environment being seen globally in recent quarters.
Please also note that as a result of recent changes in the ASBE guidelines, most transportation costs have been reclassified
from Operating Expenses to COGS, which partially offset the increase.
(2) General and Administrative Expenses
The Company continues to maintain strong operating cost discipline. Nevertheless, the higher general and administrative
expenses are affected by the additional expenses of the newly acquired companies, generally stronger global currencies
against the US dollar, and the generally inflationary environment being seen globally in recent quarters.

In addition, in the full year, alongside the many benefits the Company enjoys from the collaboration with other companies
in the Syngenta Group, most notably in commercial cross-sales as well as in the areas of procurement and operations,
ADAMA recorded certain related expenses.

(3) R&D Expenses

In order to capitalize on future opportunities in the agrochemical market, the Group has intensified its efforts in recent years
to develop a leading pipeline of crop protection products aimed at providing value-added solutions to farmers around the
world and build significant positions in a number of strategic market segments, based on dozens of AIs that are expected
to come off-patent in the coming years, under a strategic plan named “Core Leap” adopted by the Company. These newly
off-patent AIs will be developed into new differentiated mixtures and formulations, in combination with new formulation and
delivery technologies that provide more efficient ways to deliver the products into the plants, thereby creating truly unique
and differentiated, value-added solutions to farmers. Since the strategy was launched, the Company has already added
more than 100 product concepts to its pipeline, some of which have already been launched and are driving growth in key
markets. In this way, the Group strives to achieve a double competitive advantage - to be the first to market launching new
products after the expiry of the patent on the AI, and to capitalize on cost leadership through increased backward integration
through the Group’s global operations capabilities.

(4)    Financial Expenses:
“Financial Expenses” alone mainly reflect interest payments on corporate bonds and bank loans as well as foreign
exchange gains/losses on the bonds and other monetary assets and liabilities before the Company carries out any hedging.
The impact of Financial Expenses (before hedging) is RMB 1,939 million ($301 million) for 2021 compared with RMB 1,847
million ($269 million) for 2020.
Given the global nature of its operational activities and the composition of its assets and liabilities, the Company, in the
ordinary course of its business, uses foreign currency derivatives (forwards and options) to hedge the cash flow risks
associated with existing monetary assets and liabilities that may be affected by exchange rate fluctuations. Net gains/losses
from hedging of those positions, are recorded in “Gains/Losses from Changes in Fair Value”, and are then transferred

                                                              32
ADAMA Ltd.                                                                                              Annual Report 2021


to “Investment Income” upon realization. The combined impact of Gains/Losses from Changes in Fair Value and
Investment Income is a net gain of RMB 602 million ($94 million) in 2021 compared with a net gain RMB 681 million
($100 million) in 2020.
In addition, Investment Income also mainly includes an amount of RMB 6 million ($1 million) in respect of equity accounted
investees in 2021 compared with RMB 16 million ($2 million) and RMB 59 million ($9 million) capital gain from gaining
control over an equity investee in 2020, bringing the total Gains/Losses from Changes in Fair Value and Investment Income
to RMB 608 million ($95 million) in 2021 compared with RMB 747 million ($110 million) in 2020.


The aggregate of Financial Expenses, Gains/Losses from Changes in Fair Value and Investment Income (hereinafter
as “Total Net Financial Expenses and Investment Income”), which more comprehensively reflects the financial
expenses of the Company in supporting its main business and protecting its monetary assets/liabilities, amounts to RMB
1,337 million ($206 million) in 2021 compared with RMB 1,166 million ($169 million) in 2020.
The higher Total Net Financial Expenses and Investment Income in the full year period were mainly driven by the net effect
of the increase in the Israeli CPI on the ILS-denominated, CPI-linked bonds, and higher non-cash charges related to put
options in respect of minority interests. It also reflect increased hedging costs on the BRL, which were somewhat mitigated
by the benefit from hedges in respect of the RMB.


(5)    Income Tax expenses:
The significantly higher tax expenses over the full year period reflects the incurring of higher taxes by the Company's high-
growth selling entities in end-markets. They were partially mitigated by the relatively lower weakening of the BRL during
2021 as compared to its more significant weakening during 2020, which then resulted in relatively higher BRL-related tax
expenses during 2020.


4. R&D Investment

√ Applicable □ Not applicable
                                                                                                     Expected Impact on
      Name of Major                                                              Objectives              the Future
                                    Purpose              Progress
      R&D Projects                                                             to be Achieved        Development of the
                                                                                                          Company
                          AI Production to                                                          To increase the
                          achieve pipeline                                                          Company’s pipeline
Fungicide project A       increase and            In launch phase          Process improvement      and expand future
                          resistance                                                                portfolio
                          management
                          AI Production of a                                                        To expand the
                          fungicide for broad     Advanced                                          Company’s future
Fungicide project B                                                        Tech Transfer
                          spectrum disease        development                                       portfolio
                          control
                          AI Production of a                                                        To expand the
Herbicide project C       selective broad         Pre-launch phase         Process validation       Company’s future
                          spectrum herbicide                                                        portfolio
                          AI Production of a                                                        To expand the
Insecticide project D broad spectrum              In launch phase          Process improvement      Company’s future
                          insecticide                                                               portfolio
Insecticide project E AI Production for cross Advanced                     Tech Transfer            To expand the



                                                             33
ADAMA Ltd.                                                                                             Annual Report 2021


                                                                                                   Expected Impact on
       Name of Major                                                         Objectives                the Future
                                  Purpose              Progress
       R&D Projects                                                        to be Achieved          Development of the
                                                                                                        Company
                          spectrum insect control development                                     Company’s future
                                                                                                  portfolio


R&D Personnel

                                                                         2021              2020               Change (%)
R&D Headcount                                                             263               259                 1.54%
Ratio to the Total Headcount                                            2.86%             3.34%                 -0.48%
Composition of Educational Background                                    ——              ——                  ——
B.A.                                                                      11                 5                 120.00%
M.A.                                                                      11                 9                 22.22%
Doctor                                                                     3                 6                 -50.00%
College                                                                    1                 1                  0.00%


Composition of Age                                                       ——              ——                  ——
Under 30 Years Old                                                         4                 2                 100.00%
30 to 40 Years Old                                                        18                13                 38.46%
Over 40 Years Old                                                          4                 6                 -33.33%
Note: The figures under “Composition of Educational Background” and “Composition of Age” represent those of the
Company and the domestic subsidiaries held by it and do not cover the Group’s overseas R&D employees.


R&D Investment of the Company

                                                                         2021              2020               Change (%)
R&D Investment (RMB’000)                                                   501,377           478,778               4.72%
Ratio of R&D investment to operating income                                     1.62%             1.68%                     -
Amount of capitalized R&D investment (RMB’000)                                  -                 -                    -
Ratio of capitalized R&D investment to total R&D investment                      -                 -                    -


Reasons for and effects of significant changes to the composition of the Company's R&D personnel
□ Applicable √ Not applicable



Reason of notable changes over the last year in the ratio of total R&D investment amount to operating income

□ Applicable√ Not applicable

Reason of notable change in the ratio of R&D investment capitalization and its reasonable explanation

□ Applicable √ Not applicable




                                                          34
ADAMA Ltd.                                                                                                 Annual Report 2021


5. Cash flow
                                                                                                                 Unit: RMB’000

                             Item                                      2021                   2020               YoY +/-%
Subtotal of cash inflows from operating activities                       31,178,654             27,729,885             12.44%
Subtotal of cash outflows from operating activities                      26,616,779             25,706,870               3.54%
Net cash flows from operating activities                                  4,561,875              2,023,015            125.50%
Subtotal of cash inflows from investing activities                            40,749               110,787            -63.22%
Subtotal of cash outflows from investing activities                       3,424,200              2,442,755             40.18%
Net cash flows from investing activities                                 -3,383,451             -2,331,968             45.09%
Subtotal of cash inflows from financing activities                        5,690,509              4,685,824             21.44%
Subtotal of cash outflows from financing activities                       4,853,346              4,542,773               6.84%
Net cash flows from financing activities                                    837,163                143,051            485.22%
Net increase in cash and cash equivalents                                 1,924,409               -484,836           -496.92%
Notes of the major effects on the YoY significant changes occurred of the data above
√ Applicable □ Not applicable
Cash flow from Operating Activities: The markedly stronger operating cash flow generated in both the fourth quarter
and full year periods reflects the higher reported operating income achieved in both periods this year, alongside the
abovementioned reduction in working capital during 2021 compared to its expansion during the same periods in 2020.

Cash flow from Investing Activities: The higher level of cash used in investing activities over the full year period largely
reflects an increase in investments in fixed assets, mainly driven by the payments for the upgrading of facilities in Israel
and globally, as well as the payments for acquisitions.

Cash flow from Financing Activities: The higher level of financing cash flow in the full-year period is due to the fact that
in 2020, as a result of the COVID-19 pandemic, the Company utilized its credit lines and expanded its Israeli bond series,
in order to strengthen its liquidity. During 2021, due to the strong collections of receivables and utilization of securitization
tool, the Company has been able to pay down a portion of its short-term loans and replaced it with long terms loans to
benefit lower interest rate in the future. In addition, the Company has seen an inflow of funds in 2021 due to the realization
of profit on hedging positions in respect of the Company's Israeli ILS-denominated bonds, as a result of the strengthening
of the Shekel against the US dollar.



Notes to the reason of the significant differences between the net cash flow from the operating activities and the net profits
of 2021 of the Company during the Reporting Period
√ Applicable □ Not applicable
Please refer to the notes provided above under this item.




                                                               35
ADAMA Ltd.                                                                                                 Annual Report 2021


II.    Analysis of the non-core business

√ Applicable □ Not applicable
                                                                                                                 Unit: RMB’000
                                       Amount          % of total profit               Explanation               Recurrence
                                          928,947          170.82%         Mainly from realization of hedging
Investment income                                                          derivatives (Refer to explanation         No
                                                                           to Financial expenses above).
                                       -321,094            -59.05%         Mainly foreign currency effect on
                                                                           financial assets and liabilities
Gain/loss from change of FV                                                                                          No
                                                                           (refer to explanation to Financial
                                                                           expenses above).
Impairment of asset                       70,267           12.92%                                                    No
Gain from disposal of assets              -2,604           -0.48%                                                    No
Non-operating income                      65,240           12.00%                                                    No
Non-operating loss                        37,453            6.89%                                                    No




III.   List and Analysis of the assets and liabilities

1. List of significant changes of assets

                                                                                                                 Unit: RMB’000
                                 As at 31 Dec. 2021                    As at 31 Dec. 2020                      Explanation
                                                                                                         %
           Item                             % of total                               % of total               for any major
                               Amount                               Amount                             change
                                              assets                                   assets                    change
Cash at bank and on           5,818,835       11.58%               3,863,886           8.26%
                                                                                                        3.32%
hand
Accounts receivable           8,362,493        16.65%               8,766,869            18.73%         -2.08%
Inventories                  11,750,162        23.39%              10,338,273            22.09%         1.30%
Investment property             3,716           0.01%                 4,364              0.01%          0.00%
Long term equity               15,335           0.03%                14,081              0.03%
                                                                                                        0.00%
investments
Fixed assets                  8,048,389        16.02%              6,576,116             14.05%         1.97%
Construction in               2,143,400         4.27%              1,405,328             3.00%
                                                                                                        1.27%
progress
Short-term loans               874,755             1.74%           1,205,498              2.58%         -0.84%
Contract Liabilities          1,381,311            2.75%           1,092,253              2.33%         0.42%
Long-term loans               3,498,912            6.97%           2,387,628              5.10%         1.87%




2. Main overseas assets
√ Applicable □ Not applicable




                                                              36
ADAMA Ltd.                                                                                                Annual Report 2021


                                                                      Control                        Proportion
                                       Scale
                                                                    measures Net Profit                   of
    Specific                         (Amount)             Operation                                               Significant
                                                                        to       of the               overseas
 contents of the     Reason            of the  Location /Management                                               impairment
                                                                    guarantee    assets              assets out
     assets                           assets               mode                                                      risk?
                                                                     safety of (RMB’000)            of total net
                                    (RMB’000)
                                                                    the assets                       assets (%)
Equity           Acquired
investment in     through                Israel and            Corporate  Corporate
                              18,366,036                                            190,917                  87%        No
Adama           Major Assets              globally            Governance Governance
Solutions       Restructuring
     Other explanations                                                       N/A



3. Assets and liabilities measured at fair value
√ Applicable □ Not applicable
                                                                                                              Unit: RMB’000
                                                Fair value    Fair value
                                  Opening        change        change                                      Other
            Item                                                              Purchase        Sale                     Closing
                                  balance     recognized in recognized in                                 change
                                                                                                                       balance
                                                   P&L          equity
    Financial assets
 1. Financial assets
    measured at FVTPL
                                      1,253               -               -            226            -            -      1,479
    (excluding derivative
    financial assets)
 2. Derivative financial
                                  1,560,781        -874,236         287,390         347,874 -1,078,499             -   243,310
    assets
 3. Other equity
                                    152,200               -             -82               -           -            -    152,118
    investments
Total financial assets            1,714,234        -874,236         287,308         348,100 -1,078,499           -     396,907
Others                              174,236          40,620               -          10,674          -     -25,715     199,815
Total of above                    1,888,470        -833,616         287,308         358,774 -1,078,499     -25,715     596,722
Financial liabilities             1,463,612      -1,287,406               -               -          -           -     176,206
Significant changes in the measurement attributes of the main assets in the Reporting Period
□ Applicable √ Not applicable


4. Restriction / limitation on asset rights
At the end of the Reporting Period, restricted assets including Company’s bank balance of RMB 59,355,000 as cash
deposit for bills receivable; and other non-current assets of RMB 122,849,000 as deposit for asset securitization and legal
suits.

IV.      List and Analysis of the investment

1. Overall condition
√ Applicable □ Not applicable

   Investment during the Reporting              Investment during the Same                        +/-% YoY
           Period (RMB'000)                      Period Last Year (RMB'000)
               18,088,184                                52,081,331                                   -65%




                                                               37
ADAMA Ltd.                                                                                            Annual Report 2021

2. List of the significant equity investment during the Reporting Period
√ Applicable □ Not applicable
                                                                                                                                 Profit or
 Name of                                                                                                   Progress              Loss on                 Date of
                                              Shareholdi                                                                                   Involved in             Disclosure
    the        Main   Mode    of Investment              Source of Investment Investment Types of          as of the Estimated Investment              Disclosure
                                                 ng                                                                                        Litigation               Index (if
 Invested    Business Investment Amount                   Funds      Partner     Term    Products          Balance    Return     s for the                 (if
                                              Proportion                                                                                   or Not                  applicable)
 Company                                                                                                  Sheet Date            Reporting              applicable)
                                                                                                                                  Period
                                                                                                                                                                   Announce
                                                                                                                                                                     ment on
                                                                                                                                                                        the
                                                                                                                                                                   Closing of
                                                                                                                                                                        the
                                                                                                                                                                   Acquisitio
                                                                                                                                                                    n of 51%
                                                               Co-                                                                                                    Equity
  ADAMA
                                                           financing                         Fungicide,                                                             Interests
  Huifeng
            Agrochemi                                        raised                          insecticide                                                 June 1,   in ADAMA
 (Jiangsu)            Acquisition 663,352        51%                    None     Long-term               Completed         --     (75,250)      No
               cal                                        funds and                             and                                                       2021       Huifeng
  Co., Ltd.
                                                          self-raised                         herbicide                                                             (Jiangsu)
                                                              funds                                                                                                  Co., Ltd.
                                                                                                                                                                   (Announc
                                                                                                                                                                   ement No.
                                                                                                                                                                    2021-25)
                                                                                                                                                                    disclosed
                                                                                                                                                                         at
                                                                                                                                                                   www.cninf
                                                                                                                                                                      o.com
   Total        --          --      663,352        --         --          --          --         --           --           0      (75,250)       --         --           --
Note: The investment amount in the table is the amount actually paid for ADAMA Huifeng by the end of the reporting period.




                                                                                     38
ADAMA Ltd.                                                                      Annual Report 2021



3. List of the significant non-equity investments executed during the Reporting Period
□ Applicable √ Not applicable


4. Investment on the financial assets

(1) List investments in securities
□ Applicable √ Not applicable
No such investments were executed during the Reporting Period.




                                                        39
ADAMA Ltd.                                                                                               Annual Report 2021


(2) Investment in derivative financial instruments

√ Applicable □ Not applicable
                                                                                                                                                                          Unit: RMB’000

  The party     Relation      Related      Type       Initial    Starting Expiring Investment          Amount       Amount       Impairment Investment Percentage Gain/loss
     that       with the          party            investment      date       date       amount at purchased          sold       accrued (if amount at             of       during the
  operates     Company transaction                   amount                              beginning    during the during the         any)      end of the    investment Reporting
       the                    or not?                                                     of the      Reporting Reporting                       period           amount       Period
 investment                                                                               period        Period       Period                                 divided by
                                                                                                                                                           net asset at
                                                                                                                                                            end of the
                                                                                                                                                                 period

Banks               No             No     Option    1,994,238    18/09/2021 06/03/2022   1,994,238     2,385,059   -1,817,903       No         2,561,394         12.15%       123,951

Banks               No             No     Forward 20,796,924 22/11/2021 18/01/2022 20,796,924         15,703,125   -21,679,535      No        14,820,514         70.32%       289,219

Total                                               22,791,162       --         --       22,791,162   18,088,184   -23,497,438      No        17,381,908         82.47%       413,170

Source of fund for the investment                  Internal.

Litigation-related situations (if applicable)      N/A

Date of disclosure of Board approval (if
                                                   December 30, 2017
any)

Date of disclosure of Shareholders’
                                                   N/A
approval (if any)

                                                   The aforesaid refers to short term hedging currency transactions made with banks.
Risk and control analysis for the Reporting
                                                   The Group’s transactions are not traded in the market. The Transactions are between the applicable company in the Group
Period (including but not limited to market
                                                   and the applicable bank until the expiration date of the transaction, therefore no market risk is involved.
risk, liquidity risk, credit risk, operational
                                                   Regarding credit and liquidity risk, the Group is working with large and substantial banks only and with some of them the
risk, legal risk, etc.)
                                                   Group has ISDA agreements.

                                                                                          40
ADAMA Ltd.                                                                                           Annual Report 2021
                                              As to operational risk, the Group is working with relevant software, which is its back office for all transactions.
                                              No legal risk is involved.
                                              The actions taken in order to further reduce risks are:

                                                       The relevant subsidiaries have specific guidelines, under the Group’s policy, which were approved by the
                                                       subsidiaries' financial statements committee of the board, which specifies, inter alia, the hedging policy, the persons
                                                       that have the authorization to deal with hedging, the tools, ranges etc. The only subsidiary that has hedging positions
                                                       in the Group in the period was Solutions and its subsidiaries.
                                                       The relevant subsidiaries apply management designed procedures and controls, which among other things, monitor
                                                       the working process and the controls of the hedging transactions and are quarterly reviewed and annually audited.

                                                       The controllers of the relevant subsidiaries are involved in the process and are monitoring the hedging accounting
                                                       treatment.

                                                       Every 2-3 years the internal audit of the relevant subsidiaries’ department is auditing the entire procedure.

                                              The aforesaid refers to short time hedging currency transactions made by the relevant subsidiary with banks.
Market price or fair value change of
                                              Segregation of duties as follows:
investments during the Reporting Period.
                                              For the fair value evaluation, the relevant subsidiary is usually using external experts. The relevant subsidiary hedges
Specific methodology and assumptions
                                              currencies only; the relevant transactions are simple (Options and forwards) for short terms. For fair value methodology see
should be disclosed in the analysis of fair
                                              section X of this report, note IX. Fair Value. The exchange rates are provided by the accounting department of the relevant
value of the investments
                                              subsidiary and all other parameters are provided by the experts.

Explanation for any significant changes in
accounting policies and principles,           N/A
compared with last reporting period

                                              The derivative investments carried by the Company are for hedging and narrowing down the risk of market fluctuations. The
Independent Directors’ opinion on the        investments respond to the Company’s routine business demands and are in accordance with the relevant laws and regulations.
investment in derivative financial            Additionally, the Company has adopted Currency Risk Hedging Policy to strengthen the risk management and control which
instruments and related risk controls         benefit the Company’s ability to protect against market risk. The derivative investments do not harm the interests of the Company
                                              and its shareholders.




                                                                                     41
ADAMA Ltd.                                                                                           Annual Report 2021




5. Use of raised funds

√ Applicable □ Not applicable


(1)    Overall Situation of Use of the Funds Raised
              √ Applicable □ Not applicable
                                                                                                                                                                     RMB’0000
                                                                                                                  Proportion of
                                                  Total                    Total Amount of
                                                                                                                  Accumulated
                                                Amount                        Fund with        Accumulated                                         Usage and
                                                                                                                 Amount of Fund        Total                      Amount of Funds
  Year of            Type of      Total Amount Used during Accumulated     Purpose Being      Amount of Fund                                     Destination of
                                                                                                                  with Purpose     Amount Not                       Being Idle for
  Raising            Raising         Raised        the      Amount Used Changed during         with Purpose                                        Funds Not
                                                                                                                 Being Changed      Used Yet                       over Two Years
                                                Reporting                   the Reporting     Being Changed                                         Used Yet
                                                                                                                  against Total
                                                 Period                         Period
                                                                                                                 Amount Raised
                   Non-public
      2017          offering of    155,999.99    62,471       161,808              -               129,381             83%               -              -                  -
                     shares
      Total             --         155,999.99    62,471       161,808              -               129,381             83%               -              -                  -
                                                                    General Summary of Use of Raised Funds
The Company received the raised funds on December 27, 2017. More details of the usage of the raised funds can be founded in the annual Special Reports on the Deposit and
Actual Usage of the Raised Funds disclosed by the Company on March 29, 2018, March 21, 2019, April 28, 2020, March 31 2021 and March 31, 2022; Special Reports on the Deposit
and Actual Usage of the Raised Funds in the First-Half Year disclosed by the Company on August 28, 2018, August 22, 2019, August 21, 2020 and August 26, 2021.
Note: On May 20, 2020, the Annual Shareholders Meeting approved a Proposal on the Termination of the Use of Raised Funds for Certain Designated Projects included in the Project
of Share Issuance for Assets Purchase and Supporting Finance. The Company will no longer use of the raised funds for the following previously designated projects: Projects of
product development and registration, and fixed-asset Investment of ADAMA Agricultural Solutions Ltd. (the “Solutions”).
On October 28, 2020, the 27th meeting of the 8th session of the Board of Directors and the 14th meeting of the 8th session of the Board of Supervisors approved a Proposal on the
Use of the Raised Funds for the Acquisition of the 51% Equity Stake in Jiangsu Kelinong Agrochemical Co., Ltd. as well as that in Shanghai Dibai Plant Protection Co., Ltd.. In order
to efficiently use the raised funds, the Company plans to use the balance of the raised funds, in the amount of approximately RMB 893,731,302.67 (balance as at 30 September
2020, including interest income and the actual amount is subject to the bank settlement balance on the date of transfer ), and which are no longer designated for previously approved
projects according to the resolutions of the Company’s Board and Shareholders meeting held on April 27, 2020 and May 20, 2020 respectively, for the payment for the acquisitions

                                                                                       42
ADAMA Ltd.                                                                                          Annual Report 2021
of 51% equity stake in Adama Huifeng (Shanghai) Agricultural Technology Co., Ltd (former name: Shanghai Dibai Plant Protection Co., LTD., hereinafter: “Adama Shanghai”) and
51% equity stake in Adama Huifeng (Jiangsu) Co., Ltd (former name: Jiangsu Kelinong Agrochemical Co. Ltd, hereinafter: “Adama Huifeng”) from Jiangsu Huifeng Agrochemical Co.,
Ltd. (“Jiangsu Huifeng”). This proposal had been approved by the 4th Interim Shareholders Meeting on 16 November, 2020.


(2)   The Status of Designated Projects of Raised Funds
         √ Applicable □ Not applicable
                                                                                                                                                                     RMB’0000
                                              Any                                               Accumulated      Investment      Date by
                                                                       Total        Amount                                                     Benefits                     Any
                                            Project                                               Invested      Progress by     which the                   Expected
                                                           Total     Investment    Invested                                                    Realized                   Material
Designated Projects and Investment of Change                                                    Amount by the    the End of     Project Can                 Benefits
                                                        Investment     after       during the                                                 during the                 Change to
           Extra Funds Raised              (Including                                            End of the     the Reporting be Put into                   Reached
                                                        Committed Adjustment       Reporting                                                  Reporting                   Project
                                            Partial                                               Reporting        Period         Use as                     or Not
                                                                         (1)        Period                                                      Period                   Feasibility
                                           Change)                                                Period (2)     (3)=(2)/(1)    Planned
Designated Projects
                                                                                                                                                  Not          Not
Acquisition of Anpon                          No             -         40,008          0           40,008           100%           2019                                      No
                                                                                                                                              applicable    applicable
Acquisition of 51% Adama Shanghai and                                                                                               Not           Not          Not
                                              No             -         89,373       62,471         90,071           100%                                                     No
51% Adama Huifeng                                                                                                                applicable   applicable    applicable
                                                                                                                                    Not           Not          Not
Huai’an Pesticide Formulation Center         Yes         24,980          -            0               0           0.00%                                                    Yes
                                                                                                                                 applicable   applicable    applicable
                                                                                                                                                  Not          Not
Project development and registration          Yes         93,507       13,103          0           13,103           100%        Terminated                                  Yes
                                                                                                                                              applicable    applicable
                                                                                                                                                  Not          Not
Fixed-asset Investment of ADAMA               Yes         66,204       5,913           0            5,913           100%        Terminated                                  Yes
                                                                                                                                              applicable    applicable
Fees for the intermediary agencies and                                                                                                            Not          Not          Not
                                              No          13,600       12,713          0           12,713           100%
transaction taxes                                                                                                                             applicable    applicable   applicable
                                                          198,291                   62,471
Sub-total of Designated Projects               --                     161,110                      161,808            --             --                         --           --
                                                          (Note 1)                  (Note 2)
Investment of Extra Funds Raised
Not Applicable
How and why the planned progress or          1 Construction of Huai’an Pesticide Formulation Center
expected income is not met (per             Since Adama Pesticide (Jiangsu) Co., Ltd., a subsidiary company of the third-tier subsidiary of Solutions, is the entity to implement the

                                                                                     43
ADAMA Ltd.                                                                                     Annual Report 2021
                                      Any                                                  Accumulated          Investment      Date by
                                                                 Total        Amount                                                         Benefits                   Any
                                     Project                                                  Invested      Progress by        which the                  Expected
                                                   Total      Investment      Invested                                                       Realized                 Material
Designated Projects and Investment of Change                                              Amount by the         the End of     Project Can                Benefits
                                                Investment        after      during the                                                      during the              Change to
           Extra Funds Raised      (Including                                                End of the    the Reporting be Put into                      Reached
                                                Committed Adjustment         Reporting                                                       Reporting                Project
                                     Partial                                                 Reporting            Period         Use as                    or Not
                                                                   (1)         Period                                                         Period                 Feasibility
                                    Change)                                                  Period (2)         (3)=(2)/(1)    Planned
Designated Projects
project)                             construction project of Huai’an Pesticide Formulation Center, the Company needs to increase the capital of Solutions first, and then
                                     increase the capital of the subsidiaries by Solutions. The time and process required for the relevant approval process, such as funds entry
                                     and exist, is complicated. In order to avoid delays of the project, the Company invested its own capital on the project. Following approval
                                     of the 2018 Annual Shareholders Meeting, this project had been replaced by the Anpon acquisition.


                                     2. Development and Registration
                                     Since ADAMA Makhteshim Ltd., ADAMA Agan Ltd., and ADAMA Brazil S/A, the subsidiaries of Solutions, are the entities to implement the
                                     projects of products development and registration, this project also involves approval procedures for cross boarder investments. In order
                                     to avoid delays of this project, the Company invested its own capital in the project.
                                     3. ADAMA Fixed-Assets Investment
                                     (1) Capacity Expansion Project for Pesticide Product A
                                     Since Product A is the Company’s newly developed product, it takes time to develop the market. In view of this, the management made
                                     changes to the time schedule of original expansion plan and suspended the investment in the second phase after careful deliberation.
                                     While adjusting the capacity expansion of the first stage in accordance with the needs of the market, the process is optimized to further
                                     enhance the product’s market advantage. Based on the changes in the market environment and in order to reduce the investment risk of
                                     raised funds, the Company decided to complete its replacement of the raised funds in 2017 (RMB 6.84 million). The follow-up investment
                                     of this project will be carried out by the Company with its own capital.
                                     (2) Equipment Investment for Fungicide product B for Brazilian market & Project on Capacity Expansion Investment for New Fragrance
                                     Ingredient Product C
                                     The above two projects started in 2017. Both projects involve cross-border investment by the Company, while the local approval process
                                     for cross-border investment might take some time. In order to meet the increasing demand of the market for Fungicide product B and New
                                     Fragrance Ingredient Product C as soon as possible, the Company decided that its overseas subsidiaries shall be responsible for meeting
                                     project investment needs through their own funds and local financing. The fungicide project for Brazilian market was carried out in
                                     accordance with the original investment plan and officially delivered for use in January 2020, and the fragrance ingredient product project
                                                                                44
ADAMA Ltd.                                                                                       Annual Report 2021
                                       Any                                                   Accumulated      Investment      Date by
                                                                 Total           Amount                                                    Benefits                     Any
                                     Project                                                   Invested      Progress by     which the                  Expected
                                                   Total      Investment        Invested                                                   Realized                  Material
Designated Projects and Investment of Change                                                 Amount by the    the End of     Project Can                Benefits
                                                 Investment       after         during the                                                 during the               Change to
           Extra Funds Raised       (Including                                                End of the     the Reporting be Put into                  Reached
                                                 Committed Adjustment           Reporting                                                  Reporting                  Project
                                     Partial                                                   Reporting        Period         Use as                    or Not
                                                                   (1)           Period                                                     Period                  Feasibility
                                    Change)                                                    Period (2)     (3)=(2)/(1)    Planned
Designated Projects
                                     has been completed and delivered for use in May 2020.
                                     (3) Investment of the Equipment of Liquid Product Packaging
                                     The project aims to increase liquid packaging capacity to cope with expected future incremental demand and make inventory management
                                     more flexible and effective. However, due to the continuous climate change in Europe and North America in the past two years, there has
                                     been some changes in the incremental demand of the market. Based on the principle of prudence, the Company postponed the investment
                                     progress of the project and terminated the use of raised funds on this project.
                                     (4) Investment for the Relocation of Be’er Sheva Plant and Its Integration with Neot-Hovav Plant in Israel
                                     The purpose of this project is to improve the overall production efficiency and product quality through the integration and optimization of
                                     the two plants in production and operation. Since the integration of the plants involves a wide range, it will take a long time to carry out
                                     master planning procedures in Israel. At present, the project is in the planning and design stage. The Company believes that there will be
                                     some differences in the implementation time of the project and the schedule of use of raised funds. Therefore, the Company terminated
                                     the use of raised funds on this project.
                                     The proposal on terminating the above projects has been approved by the shareholders of the Company, on May 20, 2020. The Company
                                     will no longer use the raised funds for the following previously designated projects: Projects of product development and registration and
                                     fixed-asset Investment of Solutions.




Explanation on material change to
                                    Please see the above the reasons why planned progress is not met.
project feasibility




                                                                                  45
ADAMA Ltd.                                                                                      Annual Report 2021
                                         Any                                                Accumulated      Investment      Date by
                                                                   Total        Amount                                                     Benefits                    Any
                                       Project                                                Invested      Progress by     which the                  Expected
                                                       Total    Investment     Invested                                                    Realized                  Material
Designated Projects and Investment of Change                                               Amount by the     the End of     Project Can                 Benefits
                                                   Investment      after      during the                                                  during the                Change to
           Extra Funds Raised         (Including                                             End of the    the Reporting be Put into                    Reached
                                                   Committed Adjustment        Reporting                                                  Reporting                   Project
                                       Partial                                               Reporting         Period         Use as                     or Not
                                                                    (1)         Period                                                      Period                  Feasibility
                                      Change)                                                Period (2)      (3)=(2)/(1)    Planned
Designated Projects




Amount, purpose of use and progress
                                      Not applicable
of extra funds raised




Change of location of designated
                                      Not applicable
projects
Adjustment to way of execution of
                                      Not applicable
designated projects
                                      Applicable; The fifth meeting of the 8th session of the Board of Directors approved the utilization of RMB 276,530,000 of the Raised Funds
Advance investment in designated      for replacing capital previously invested in the Designated Projects on June 25, 2018. The Company completed the replacement in 2018.
projects and replacement of funds     Please refer to the “Announcement on Utilization of Part of the Raised Funds for Replacing Capital Previously Invested in the Designated
                                      Projects” published on June 26, 2018 (announcement number 2018-32).
Temporary supplement to working
                                      Not applicable
capital with idle raised funds
Amount of surplus funds out of
                                      Not applicable
projects and causes
                                      On August 10,2021, the Company transferred the remaining balance of the raised funds of RMB 890,692.57 (including interest income)
Usage and destination of funds that   into the general bank account of the Company for the permanent supplement of working capital. The special account of the raised funds at
have not been used                    Sanwan sub-branch Jingzhou Branch China Construction Bank Co. Ltd. was closed after the transfer. As of December 31,2021, all the
                                      raised funds has been used up.
Problems or other issues in the use
                                      Not applicable
raised funds and disclosure


                                                                                 46
ADAMA Ltd.                                                                                                Annual Report 2021
Note 1: The Company intends to raise funds of no more than 198,291 RMB’0000 in the supporting finance program, while the actual funds raised was 155,999.99 RMB’0000 on
December 27, 2017.


Note 2: The utilized amount during the year was 62,471 RMB’0000, including interest income of 681 RMB’0000. Therefore, the accumulated investment amount as at the end of the
reporting period was slightly higher than the total investment amount.


(3)   Change to the Designated Projects of Raised Funds
      √ Applicable □ Not applicable
                                                                                                                                                                     Unit: RMB ’0000


                                                                                           Accumulated
                                                                                                                               Date of
                                                                  Total                     investment       Investment                     Realized      Whether         Whether the
                                                                            Investment                                         projects
                                              Original          committed                                    progress as                   benefits of       the        feasibility of the
                                                                            amount for amount as at the                       reaching
      New Committed Project                  Committed          investmen                                    at the end of                     the        expected        project has
                                                                            the current      end of the                       intended
                                              Projects          t amount                                      period (%)                     current     benefits are       changed
                                                                               period                                          useable
                                                                   (1)                     current period    (3) = (2)/ (1)                  period       achieved        significantly
                                                                                                                              condition
                                                                                                 (2)
                                         Huai’an pesticide
                                         formulation center
Acquisition of Anpon
                                               project           40,008          0             40,008            100%           2019           N/A           N/A               No
                                        ADAMA fixed asset
                                         investment project
Acquisition     of    51%     Adama           Product
Shanghai      and     51%     Adama      development and         89,373        62,471          90,071            100%            N/A           N/A           N/A               N/A
Huifeng                                  registration project
Total                                             -             129,381        62,471           130,079           -                -             -            -                 -
                                        1.   Project of the Construction of Huai’an Pesticide Formulation Center
                                             Since Adama Pesticide (Jiangsu) Co., Ltd., a subsidiary company of the third-tier subsidiary of Solutions, is the entity to implement the
                                             construction project of Huai’an Pesticide Formulation Center, the Company needs to increase the capital of Solutions first, and then
The reason for changes,
                                             increase the capital of the subsidiaries by Solutions. The time and process required for the relevant approval process, such as funds entry
decision-making procedures,
                                             and exist, is complicated. In order to avoid delays of the project, the Company invested its own capital into the project.
and disclosure of information
                                        2.   Fixed Assets Investment-Product A 600t/a
                                             The project also needs to be carried out through the Company's capital increase for its subsidiaries, involving the relevant approval
                                             process for cross-border investment, which takes a long time. Product A is an innovative product. The market needs to accept innovative
                                                                                          47
ADAMA Ltd.                                                                                     Annual Report 2021

                                                                                Accumulated
                                                                                                                    Date of
                                                     Total                       investment       Investment                      Realized     Whether         Whether the
                                                                Investment                                          projects
                                  Original        committed                                       progress as                   benefits of       the        feasibility of the
                                                                amount for amount as at the                        reaching
    New Committed Project       Committed         investmen                                      at the end of                       the       expected        project has
                                                                the current      end of the                        intended
                                  Projects         t amount                                        period (%)                     current     benefits are       changed
                                                                   period                                           useable
                                                      (1)                      current period    (3) = (2)/ (1)                 period      achieved     significantly
                                                                                                                  condition
                                                                                       (2)
                                products for a certain period. Additionally, due to the extreme weather in the European market, the project has been delayed. Therefore,
                                the Company replaced this original designated project.

                            Decision-making Procedures: The matter on change of fund use was approved by the 12 th Meeting of the 8th BOD and 2018 Annual
                            Shareholder meeting. The Company’s independent directors, the Board of Supervisors and the agency for continuous supervision have
                            provided clear consent on this matter.


                            Information Disclosure: Please refer to the Announcement on the Change of Certain Designated Projects disclosed on March 21 st, 2019 at
                            www.cninfo.com.cn


                            Acquisition of 51% Adama Shanghai and 51% Adama Huifeng


                            On May 20, 2020, the Company's Annual Shareholding Meeting approved a Proposal on Terminating the Use of Raised Funds on Certain
                            Designated Projects Included in the Project of Share Issuance for Assets Purchase and Supporting Finance. The Company plans to stop using
                            the raised funds on the projects of products development and registration, and fixed-asset Investment of ADAMA. After the termination of the
                            use of the raised funds for the certain designated projects, the remaining unused raised funds (including the resulting interest) will continue to
                            be deposited in the corresponding raised funds account. The Company will actively deliberate on new investment projects which the remaining
                            raised funds can be used for. Under the premises of ensuring the good market prospects of new investment projects and being able to
                            effectively manage investment risks, the Company will perform the corresponding approval procedures for use of the remaining raised funds
                            in accordance with relevant laws and regulations.


                            Decision-making procedure:


                            On October 28, 2020, the 27th meeting of the 8th session of the Board of Directors and the 14th meeting of the 8th session of the Board of
                            Supervisors approved a Proposal on the Use of the Raised Funds for the Acquisition of the 51% Equity Stake in Jiangsu Kelinong Agrochemical
                            Co., Ltd. as well as that in Shanghai Dibai Plant Protection Co., Ltd.. In order to efficiently use the raised funds, the Company plans to use the
                            balance of the raised funds, in the amount of approximately RMB 893,731,302.67 (balance as at 30 September 2020, including interest income
                            and the actual amount is subject to the bank settlement balance on the date of transfer ), and which are no longer designated for previously
                            approved projects according to the resolutions of the Company’s Shareholders meeting held on May 20, 2020, for the payment for the
                                                                               48
ADAMA Ltd.                                                                                       Annual Report 2021

                                                                                  Accumulated
                                                                                                                      Date of
                                                         Total                      investment      Investment                    Realized      Whether         Whether the
                                                                    Investment                                        projects
                                       Original       committed                                     progress as                  benefits of       the        feasibility of the
                                                                    amount for amount as at the                      reaching
    New Committed Project            Committed        investmen                                    at the end of                     the        expected        project has
                                                                    the current     end of the                       intended
                                      Projects         t amount                                      period (%)                    current     benefits are       changed
                                                                      period                                          useable
                                                          (1)                     current period (3) = (2)/ (1)                period     achieved      significantly
                                                                                                                condition
                                                                                      (2)
                                 acquisitions of 51% equity stake in Adama Shanghai and 51% equity stake in Adama Huifeng from Jiangsu Huifeng. This proposal had been
                                 approved by the 4th Interim Shareholders Meeting on November 16, 2020.


                                 Information disclosure of the Company: The detailed information please refer to Announcement on the Use of the Raised Funds for the
                                 Acquisition of the 51% Equity Stake in Jiangsu Kelinong Agrochemical Co., Ltd. as well as that in Shanghai Dibai Plant Protection Co., Ltd.,
                                 published on the Cninfo (http://www.cninfo.com.cn), 29, October, 2020.
Situations failing to meet the
planned schedule or achieve
                                                                                                     N/A
expected benefits and the
reasons
Explanation of the new
committed project whose
                                                                                                     N/A
feasibility changed
significantly




                                                                                  49
ADAMA Ltd.                                                                                            Annual Report 2021



V.     Sale of significant assets and equities

1. Sale of significant assets
□ Applicable √ Not applicable
No selling of significant assets occurred during the reporting period.


2. Sale of significant equities

□ Applicable √ Not applicable

VI.    Analysis of major controlling and stock-participating companies

√ Applicable □ Not applicable
List of stock-participating companies responsible for over 10% of the net profits of the Company:
                                                                                                            Unit: RMB’000


  Name         Type                               Registered        Total                Operating Operating
                              Main services                                 Net assets                       Net profit
                                                   capital         assets                revenues    profit
                          Development,
                       manufacturing and
                           marketing of
                         agrochemicals,
Adama                      intermediate
          Subsidiary                                720,085    40,452,146 15,815,370 28,300,476         558,359   196,243
Solutions              materials for other
                         industries, food
                     additives and synthetic
                       aromatic products,
                        mainly for export.

Subsidiaries acquired or disposed during the Reporting Period
√ Applicable □ Not applicable


 Company Name                     Way of Acquirement or            Impact on the Business Operation and Performance of
                                  Disposal                         the Company
 Adama Huifeng (Jiangsu)          Purchase 51% of Share            Upon and immediately after completion of the
 Co., Ltd                         Equity                           transaction, the Company currently owns and holds 51%
                                                                   equity interests in ADAMA Huifeng, and the latter has
                                                                   become a controlled subsidiary of the Company. Based
                                                                   on the Accounting Standards for Business Enterprises,
                                                                   ADAMA Huifeng has been included in the Company’s
                                                                   consolidated financial statements. For details, please
                                                                   refer to the Announcement on the Closing of the
                                                                   Acquisition of 51% Equity Interests in ADAMA Huifeng
                                                                   (Jiangsu) Co., Ltd.
                                                                   (Announcement No. 2021-25)


Description of major holding and equity participating companies

During the Reporting Period, total sales of Solutions, a wholly-owned subsidiary of the Company, amounted to USD
4,384 million, an increase of 13%, driven by 10% volume growth alongside 2% higher prices, and further aided


                                                              50
ADAMA Ltd.                                                                                               Annual Report 2021


somewhat by stronger currencies. Solutions’ full-year net income was USD 31 million in the full year period, lower than
the corresponding period last year. For detailed explanation of the performance movement, see above explanation of the
Section.

VII. List of the structured main entities controlled by the Company

□ Applicable √ Not applicable

VIII. Outlook of the Company’s future development

  (I) Industry structure and trends
    1. The competitive structure of crop protection industry
    (1)    The competitive structure of the global crop protection industry
     The global crop protection market is dominated by seven multinational companies, including the Group, five of which
are originator companies. In the past decade, a number of mergers and acquisitions were completed among the largest
players in the crop protection industry. Nonetheless, the crop protection industry as a whole is relatively decentralized, with
a number of local manufacturers competing in each country against the global multinational companies. The Group
believes that entry barriers for the crop protection market are relatively high, although they vary from region to region.
     ADAMA is a leading company (in sales terms) among the crop-protection companies that focus on off-patent crop
protection solutions. The Group’s global crop protection market share was approximately 6% in 2021, based on AgBio
Investor’s preliminary estimation of the global agrochemical industry in 2020.
     The Group's competitors are multinational Originator Companies that continue producing and marketing their original
products after their patent expiry (“Originator Companies”), as well as other crop protection companies. In the Group's
experience, in most cases the Originator Company’s market share in a particular product fall to approximately 30% - 70%
within a number of years following the expiry of the relevant patent, leaving the remaining market share open to competition
among off-patent crop protection companies, in addition to their competition with the Originator Company (which continues
manufacturing the product and even leads its market prices and sales terms).
     The Group competes with Originator Companies and other international off-patent crop protection companies in all
the markets in which it operates, as these companies generally also have global marketing and distribution networks. In
addition, there are several smaller Originator Companies that also compete with the Group. As a rule, other off-patent crop
protection companies that do not have international marketing and distribution networks compete with the Group locally in
those geographical markets in which they operate.
     (2) The competitive structure of the crop-protection industry in China
     The chemicals industry in China, which the Company understands to be the largest in the world, as well as the
agrochemicals industry in the country, includes thousands of companies which have invested in manufacturing
infrastructure, most of whose production capacity is currently aimed at exports, intended for sale through small and large
companies across the world, including companies like the Group and its competitors. The growth in production capacity,
on one hand, and the price levels and competitiveness of the products produced in China on the other, affect the structure
of competition in the entire industry. However, price levels of the products manufactured in China have risen in recent
years, mainly stemming from the increase of costs relating to environment protection and regulation in China, including by
way of limited granting of production permits, shutting down of plants, fines, etc. Active Ingredient prices in China declined
through 2020 as the cost of oil and related basic chemicals decreased sharply. However, towards the end of 2020 prices
began to increase again due to the recovery of oil price together with reduced capacities of chemical manufactures caused
by higher raw material costs - a dynamic that has continued throughout 2021. This together with stronger demand due to
higher crop commodities price and a strong RMB has led to the increase in the price of Active Ingredients seen in recent

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ADAMA Ltd.                                                                                                Annual Report 2021


years. The Company believes that prices for many Active Ingredients will remain generally elevated at least during the first
half of 2022.
       2. The development trends of the crop-protection industry
       In the last few years, some new emerging trends that may affect the nature of competition in this sector can be
identified: (1) The market share of products whose patents have expired continues to rise relative to that of patented original
products, primarily due to the fact that the rate of patent expiry exceeds that of the launching of new patent-protected
products; (2) a trend of some off-patent companies expanding and becoming stronger (inter alia, as a result of corporate
mergers and acquisitions as well as product acquisitions), which may lead to them competing with the Group in geographic
markets in which they have not operated up to now; (3) smaller companies have begun operating, in limited scale, in certain
markets with relatively low entry barriers; (4) improvement of the agrochemicals industry in China inter alia, increasing
market entry barriers; (5) price competition in certain markets by multinational Originator Companies and/or increasing the
credit days to its customers; and (6) large mergers and acquisitions among leading companies in the sector.
       The Group believes that in view of the industry's development trends, the following are critical success factors: (i)
reputation, branding, expertise and accumulated knowledge in the sector in the various countries and among customers
and suppliers; (ii) financial strength and resilience combined with consistent growth, allowing the Group to realize a
corporate development strategy including the potential for mergers and acquisitions with other companies in the sphere,
and being able to respond efficiently to attractive business opportunities in order to expand its product portfolio and the
scale of its operations; and (iii) access to funding sources and reasonable funding terms allowing the Group to make
investments that earn a positive return.
(II)   Development strategy of the Company
       The Group strives to be a global leader in the Crop Protection industry, and intends to achieve this aim by execution
of the following strategies:
 Utilize the Group’s Differentiated Offering to Strengthen and Grow its Market Position. The Group intends to
  continue to drive the growth of its business through effective commercialization of differentiated, high quality products
  that meet farmers’ needs efficiently. To that end, the Group will leverage its extensive R&D and registration capabilities
  to continue to provide unique yet simple solutions to farmers. In addition, the Group adds value by enhancing the
  functionality and efficacy of the industry’s most successful and commercially proven molecules, by developing new and
  unique mixtures and advanced formulations. These innovative products are designed to provide farmers with better
  solutions to the challenges they face, including weeds, insects and disease, increasing resistance and insufficient pest
  control related to the use of genetically modified seeds.
  Aiming to provide distinct benefit to farmers and enhance the sustainability of the business, in addition to the ongoing
  efforts to expand existing product registrations to additional crops and regions, a key portion of the Group’s strategy
  involves the deliberate shift of its product offering towards more innovative and value-added solutions. Such solutions
  include higher-margin, higher-value complex off-patent products, unique mixtures and formulations as well as innovative,
  novel products that are protected by patents and other intellectual property rights. As evidence of this effort, the Group
  has significantly increased the proportion of unique mixtures and formulations in its R&D pipeline over the last several
  years. Over the coming years, as this shift in the pipeline towards more differentiated and innovative solutions starts to
  be reflected in the Group’s commercial offering, it is expected to be a significant driver of growth, both in revenues and
  in profitability. In this respect, and in order to capitalize on future opportunities in the agrochemical market, the Group
  has intensified its efforts to develop a leading pipeline of crop protection products aimed at providing value-added
  solutions to farmers around the world, based on AIs that are expected to come off-patent in the coming years. These
  newly off-patent AIs will be developed into new mixtures and formulations, in combination with new formulation and
  delivery technologies that provide more efficient ways to deliver the products into the plants, thereby creating truly unique
  and differentiated, value-added solutions to farmers. In this way, the Group strives to achieve a double competitive

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ADAMA Ltd.                                                                                              Annual Report 2021


 advantage – to be the first to market launching new products after the expiry of the patent on the AI, and to capitalize on
 cost leadership through increased backward integration through the Group’s global operations capabilities.
 Bridge China and the World. The Group is striving to become a leading global crop protection company in China, both
 commercially and operationally, and in so doing, to drive its global growth in the future.
 China is currently the third largest, and one of the fastest growing, agricultural markets in the world. Furthermore, the
 Group believes that, over the long term, China has the potential to grow into the world’s largest crop protection market.
 Also, as the Chinese domestic market is highly fragmented, with limited penetration by the global agrochemical
 companies, the Group believes that there is a unique opportunity for it to capitalize on the significant untapped potential
 of the Chinese market and to gain market share. Moreover, in recent decades, China has become the leading
 manufacturing center for the global crop protection industry - from the sourcing of raw materials and chemical
 intermediates to the synthesizing of active ingredients and the formulation of finished products.
 The Group intends to capitalize on its status in China and its relationship with ChemChina, as well as close collaboration
 Syngenta Group, to increase its commercial activity in the country, where it is already building additional infrastructure.
 The Group’s commercial teams are working closely together. Through the commercial collaborations, the Group has an
 operational infrastructure and commercial foundation upon which a leading Chinese domestic distribution network has
 been built, and which the Group believes will make it one of the only global crop protection providers with significant
 integrated commercial and operational infrastructures both within and outside of China.
 Through the combination with Solutions and the collaboration with the Syngenta Group Companies, the Group intends
 to achieve cost savings and improved margins and efficiencies through the vertical integration of manufacturing and
 formulation together with the Group’s global supply chain and logistics capabilities. In addition, the Group’s global R&D
 efforts are being complemented by a new R&D center in Nanjing to service the Group’s expanded product development
 needs and enable the introduction of advanced technologies into China and globally. The Group expects to drive
 significant demand for its products by launching new and advanced active ingredients and intermediates with higher R&D
 content. In addition, the advanced formulation center in Jiangsu Province will serve as a platform to introduce cost-
 advantaged crop protection solutions into China and globally.
 The Group expects that its unique positioning and profile in China, including the relationship with Syngenta group and
 Sinochem, should establish it as a partner of choice for companies outside China seeking to access its domestic market,
 as well as for Chinese companies looking to expand their global footprint. In addition to the combination and the
 commercial collaboration, the Group is assessing strategic joint ventures and selected acquisitions to further bolster its
 commercial and operational platform in China.
 Collaboration of the Company with Syngenta and Sinochem as members of the Syngenta Group. The Company
 engaged with Syngenta in collaboration agreements for sale and distribution of finished products, raw materials supply,
 joint ventures in the fields of procurement, logistics, production and supply chain as well as in the R&D and products’
 registration fields, in order to reduce costs, to improve processes and to increase the Company’s sales. Such
 collaborations have and are expected to continue to generate additional revenues, accelerate growth and increase
 productivity, for the Group as well as Syngenta Group.
 Continue to Strengthen Position in Emerging Markets. In addition to developing its China platform, the Group enjoys
 strong and leading positions in key emerging agricultural markets such as Latin America, India, Asia and Eastern Europe,
 with around half of its global sales achieved in these emerging markets. Over the last several years, in order to establish
 direct market access and distribution capabilities in these markets, the Group has successfully integrated acquisitions in
 Colombia, Chile, Poland, Serbia, Romania, the Czech Republic, Slovakia, and South Korea. Similarly, the Group has a
 direct go-to-market strategy in many high-growth markets around the world, leveraging a direct sales force and driving
 demand at the retail and farmer level. The Group intends to continue to invest in its growth in the key emerging markets
 with high growth potential. The Group’s strong global platform and leading commercial infrastructure in such markets will

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ADAMA Ltd.                                                                                                Annual Report 2021


 allow it to capitalize on worldwide growth opportunities, and continue to drive its profitable growth.
 Grow Revenues and Increase Profitability. The Group believes that it has the capacity and operational leverage to
 increase profitability through focused execution of its strategy within the framework of prudent working capital
 management. The Group is aiming to increase its revenues and margins consistently over time as it shifts to a more
 differentiated, higher-margin product portfolio and continues to strengthen its product pipeline with significant number of
 higher-value products, based on AIs which patent protection has just expired, unique mixtures and formulations, as well
 as innovative and, in some cases, patent-protected products. Similarly, the Group intends to drive revenue growth
 through increased penetration of high-growth markets including China, Brazil and other key markets in Latin America,
 Asia-Pacific and eastern Europe. The Group believes that its investment in developing an operational footprint in China
 will lower costs and improve manufacturing efficiency and distribution logistics and reduce inventory requirements in
 many markets worldwide.
 In recent years, the Group has focused on growing and improving its business, infrastructure and brand. Other than
 investments in the further development of its China operations, the Group believes that its existing global infrastructure
 is largely of sufficient scale to support higher revenues, allowing it to enjoy economies of scale and continually improve
 profitability over time.
 Continue to Capitalize on the Global Portfolio Integration and Rebranding Initiative. In 2014 the ADAMA brand
 was launched, integrating dozens of legacy brands across the globe to form a single, streamlined sales and distribution
 entity under a unified brand name. In 2019, following extensive farmer and customer research in 13 major markets, the
 Company further evolved its brand, creating a unique and compelling brand story that elevates ADAMA’s distinct
 entrepreneurial and agile culture; increases its relevance to its customers (channel partners and growers); and further
 differentiates the Company from key competitors. The evolved brand positioning, known as “Listen, Learn, Deliver”,
 focuses on a process of listening to customer needs, bringing insights from the field and combining them with the
 extensive know-how and experience in the Company; and delivering solutions that meet local farmer and customer pain
 points. The Core Leap strategy discussed above provides the platform needed to create distinct mixtures and
 formulations based on farmer needs. With this new brand positioning the Company is investing in platforms to ensure
 ongoing and intimate farmer and customer interactions which will provide the source for future product and solution
 ideation.
 Strategically Pursue Acquisitions to Enhance Market Access and Strengthen the Product Portfolio. Throughout
 its history, the Group has successfully completed and integrated several add-on acquisitions across the globe. The Group
 intends to continue to pursue acquisitions, in-licensing agreements and joint ventures that offer attractive opportunities
 to enhance its market access and position, as well as strengthen and further differentiate its product portfolio. The Group
 plans to focus these efforts largely in high-growth geographies, particularly in emerging markets where it aims to gain
 market share, as well as access to selected sources of innovation. The Group continues with its track record of making
 and integrating selective.
(III) 2022 Business plan
     In 2022, the Company is expecting moderate growth, supported by higher crop commodity prices, which in recent
 months have bolstered farmer profitability levels. Overall, the Group is expecting to see revenue growth driven by volume
 growth and the continued launch of new products. The overall pricing environment is expected to be positive, as relatively
 higher crop prices and strong farmer demand allow the passing on of some of the higher input costs. However, the extent
 to which this will materialize will be counterbalanced by intensive competitive dynamics in most key markets across the
 globe.
     Raw material and Active Ingredient (AI) procurement costs are expected to remain relatively high resulting from
 continued tight supply conditions that have driven ongoing elevated costs of raw materials and Ais.
     The Group will continue to exercise discipline in management of its operating expenses, while focusing on continued

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ADAMA Ltd.                                                                                                Annual Report 2021


 improvement in working capital efficiency and quality of business.
      In 2022, the Group will continue to pursue its comprehensive portfolio development strategy, driven by further
 momentum and investment in Innovation, Research and Development, and focusing on all aspects of development of its
 portfolio – product development, obtaining of registrations, development of advanced formulations and innovative delivery
 technologies, as well as differentiated mixtures, alongside further investments in chemical R&D.
 During 2022, the Group will remain focused on the ongoing optimization and implementation of its global AI synthesis
 layout transformation, a long-term initiative that seeks to align the Group’s AI synthesis layout with the Group’s identified
 pipeline opportunities.
      Furthermore, following the completion of the Relocation & Upgrade program in Jingzhou, in the coming year the
 Group will continue to focus on the upgrading and relocation of the production facilities in Huai’An, as well as the
 continued build-up of its commercial and operational presence in China.
 The Group is continuing to invest in the upgrading and expansion of its IT capabilities, including the implementation of
 its ERP project in the production facilities in Israel and China.
      Note: The business plan described above does not constitute a commitment to investors on the Company’s
 performance, and the Company suggests that investors should maintain adequate risk awareness therefor, and
 understand the difference between the Company’s business plan and a performance commitment.
(IV) Company’s financing and credit
      The Group finances its business activities by means of its equity as well as credit from external sources. The primary
external financing is by means of long-term bonds issued by Solutions.
      The Group has additional sources of external funding from: (1) long-term credit from banks and related parties; (2)
short-term bank credit as well as non-tradable commercial securities; and (3) supplier credit. In addition, the Group has
significant cash balances as well as unused set bank credit lines.
(V)   Risk factors and countermeasures
      The Group is exposed to several major risk factors, resulting from its economic environment, the industry and the
Group's unique characteristics, as follows (the order below does not indicate priority):
Exchange rate fluctuations
Although the Company reports its consolidated financial statements in RMB, the Company’s material subsidiary Solutions
reports its consolidated financial statements in US dollars, which is its functional currency, while its operations, sales and
purchases of raw materials are carried out in various currencies. Therefore, fluctuations in the exchange rate of the selling
currency against the purchasing currency impact the Company’s results. The Group's most significant exposures are to
the Euro, the Israeli Shekel and the Brazilian Real. The Group has lesser exposures to other currencies. The strengthening
of the US dollar against other currencies in which the Company operates reduces the dollar value of such sales and vice
versa.
On an annual basis, approximately 22% of the Group’s sales are to the European market and therefore the impact of long-
term trends on the Euro may affect the Company's results and profitability.
Concentration of currency exposure from foreign currency exchange rate fluctuations against assets, including inventory
of finished products in countries of sale, liabilities and cash flow denominated in foreign currencies are done constantly.
High volatility of the exchange rates of these currencies could increase the costs of transactions to hedge against currency
exposure, thereby increasing the Company's financing costs.
The Group uses commonly accepted financial instruments to hedge most of its substantial net balance sheet exposure to
any particular currency. Nonetheless, since as part of these operations the Group hedges against most of its balance sheet
exposure and only against part of its economic exposure, exchange rate volatility might impact the Group’s results and



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ADAMA Ltd.                                                                                                 Annual Report 2021


profitability. As of the date of publication of this Report, the Group has hedged most of its balance sheet exposure for 2021.
In addition, as the Company’s product sales depend directly on the cyclical nature of the agricultural seasons, therefore
the Company’s income and its exposure to the various currencies is not evenly distributed over the year. Countries in the
northern hemisphere have similar agricultural seasons and therefore, in these countries, the highest sales are usually
during the first half of the calendar year. During this period, the Company is most exposed to the Euro. In the southern
hemisphere, the seasons are opposite and most of the local sales are carried out during the second half of the year. During
these months, most of the Company's exposure pertains to the Brazilian Real.
Exposure to Interest rate, Israel CPI and NIS exchange rate fluctuations
The debentures issued by Solutions, the material subsidiary of the Company, are Israeli Shekel based and linked to the
Israel Consumer Price Index “CPI” and therefore an increase in the CPI and an appreciation of the shekel rate against the
dollar might lead to a significant increase in its financing expenses. As of the date of approval of the financial statements,
Solutions hedged most of its exposure to these risks on an ongoing basis, through CPI hedging and USD-ILS exchange
rate hedging transactions.
Since on December 31, 2021 the Group have had dollar denominated liabilities bearing variable London Interbank Offered
Rates (LIBOR) interest. As a result, the Group was exposed to changes in the US dollar LIBOR interest rate. The Group
prepares a quarterly summary of its exposure to changes in the relevant interest rate benchmarks (which replaced the
LIBOR interest rate) and periodically examines hedging the variable interest rate by converting it to a fixed rate. As part of
the global reform in interest rate benchmarks, the phasing out of LIBOR (the so-called LIBOR fallback) fallback was
scheduled for the end of 2021. As of January 1, 2022 three global interest rate benchmarks has transitioned to alternative
risk-free rates while replacing the former benchmark LIBOR: SOFR (USD), ESTR (EUR) and SONIA (GBP). As of the date
of publication of this Report, the Group has not carried out hedging for such exposure, since US dollar interest rates have
been relatively stable.
Business operations in emerging markets
The Group conducts business - mainly product sales and raw material procurement – inter alia, in emerging markets such
as Latin America (particularly in Brazil, the largest market, country wise, in which the Group operates), Eastern Europe,
Southeast Asia and Africa. The Group's activity in emerging markets is exposed to risks typical of those markets, including:
political and regulatory instability; volatile exchange rates; economic and fiscal instability and frequent revisions of
economic legislation; relatively high inflation and interest rates; terrorism or war; restrictions on import and trade; differing
business cultures; uncertainty as to the ability to enforce contractual and intellectual property rights; foreign currency
controls; governmental price controls; restrictions on the withdrawal of money from the country; barter deals and potential
entry of international competitors and accelerated consolidations by large-scale competitors in these markets.
Developments in these regions may have a significant effect on the Group's operations. Distress to the economies of these
markets could impair the ability of the Group's customers to purchase its products or the ability to market them at
international market prices, as well as harm the Group's ability to collect customer debts, in a way that could have a
significant adverse effect on the Group's operating results.
The Group’s operations in multiple regions allows for the diversification of such risks and for the reduction of its dependency
on particular economies. In addition, changes in registration requirements or customers' preferences in developed western
countries, which may limit the use of raw materials purchased from emerging economies, may require redeployment of the
Group's procurement organization, which might negatively affect its profitability for a certain period.
Operating in a competitive market
The crop protection products industry is highly competitive. Currently, seven multinational companies, including the
Company, lead the global industry. Five of these, Bayer, Syngenta, Corteva, BASF and FMC, are Originator Companies,
which develop, manufacture and market both patent-protected as well as off-patent products. The Group competes with


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ADAMA Ltd.                                                                                                Annual Report 2021


the original products with the aim of maintaining and increasing its market share.
The Originator Companies possess resources enabling them to compete aggressively, in the short-to-medium term, on
price and profit margins, so as to protect their market share. Loss of market share or inability to acquire additional market
share from the Originator Companies can affect the Group's position in the market and adversely affect its financial results.
For details regarding the Group’s competitive advantages see section III - subsection III. Core competitiveness analysis
above.
Similarly, the Group also competes in the more decentralized off-patent segment of the market, against other off-patent
companies and smaller-scale Originator Companies, which have significantly grown in number in recent years and are
materially changing the face of the crop protection industry, the majority of whom have not yet deployed global distribution
networks, and are only active locally. These companies often price their products aggressively and at times have lower
profit margins than the Group, which may adversely impact the Group's sales and product prices. The Group's ability to
maintain its revenues and profitability from a specific product in the long term is affected by the number of companies
producing and selling comparable off-patent products and the timing of their entrance to the relevant market.
Any delay in developing or obtaining registrations for products and/or delayed penetration into markets and/or growth of
competitors that focus on off-patent active ingredients (whether by the expansion of their product portfolio, granting
registrations to other manufacturers (including manufacturers in China and India) to operate in additional markets,
transforming their distribution network to a global scale or increasing the competition for distribution access), and/or
difficulty in purchasing low cost raw materials, may harm the Group’s sales, affect its global position and lead to price
erosion.
Decline in scope of agricultural activities; exceptional changes in weather conditions
The scope of general agricultural activities worldwide may be negatively affected by many exogenous factors, such as
extreme weather conditions, natural disasters, a decrease in agricultural commodity prices, government policies and the
economic condition of farmers. A material decline in the scope of agricultural activities would by necessary implication
cause a decline in the demand for the Group’s products, erosion of its prices and collection difficulties, which may have a
significant adverse effect on the Group's results. Extreme weather conditions as well as other damages caused by nature
may have an impact on the demand for the Group's products. The Group believes, that should a number of such bad
seasons occur in succession, without favorable seasons in the interim, its results may sustain significant harm.
Environmental, health and safety legislation, standards, regulation and exposure
Many aspects of the Group's operations are strictly regulated, including in relation to production and trading, and particularly
in relation to the storage, treatment, manufacturing, transport, usage and disposal of its products, their ingredients and
byproducts, some of which are considered hazardous. The Group's activities involve hazardous materials. Defective
storage or handling of hazardous materials may cause harm to human life or to the environment in which the Group
operates. The regulatory requirements regarding the environment, health and safety could, inter alia, include soil and
groundwater clean-up requirements; as well as restrictions on the volume and type of emissions the Group is permitted to
release into the air, water and soil.
The regulatory requirements applicable to the Group vary from product to product and from market to market, and tend to
become stricter with time. In recent years, both government authorities and environmental protection organizations have
been applying increasing pressure, including through investigations and indictments as well as increasingly stricter
legislative proposals and class action suits related to companies and products that may potentially pollute the environment.
Compliance with these legislative and regulatory requirements and protection against such legal actions requires the Group
to commit considerable human and financial resources (both in terms of substantial ongoing costs and in terms of material
one-time investments) to meet mandatory environmental standards. In some instances, this may result in delaying the
introduction of products into new markets or in adverse effects on the Group’s profitability. In addition, the toughening,



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ADAMA Ltd.                                                                                                    Annual Report 2021


material alteration or revocation of environmental licenses or permits, or their stipulations, or the inability to obtain such
licenses and permits, may significantly affect the Group's ability to operate its production facilities, which in turn may have
a material adverse effect on the financial and business results of the Group. The Group may be required to bear significant
civil liabilities (including due to class actions) or criminal liabilities (including high penalties and/or high compensation
payments and/or costs of environmental monitoring and rehabilitation), resulting from violation of environmental, health
and safety regulations, while some of the existing legislation may impose “strict liability” regime on the Group, i.e. the Group
will be held liable, regardless of proof of negligence or malice.
While the Group invests material sums in adapting its facilities and in constructing special facilities in accordance with
environmental requirements, it is currently unable to assess with any certainty whether these investments (current and
future) and their outcomes may satisfy current or future requirements, should these be significantly increased or changed.
In addition, the Group is unable to predict with any certainty the extent of future costs and investments it may incur in order
to meet the requirements of the environmental authorities in the relevant countries in which it operates since, inter alia, the
Group is unable to estimate the extent of potential pollutions, their duration, the extent of the measures required to be
taken by the Group in handling them, the division of responsibility among other parties and the amounts recoverable from
third parties.
Furthermore, the Group may be the target of bodily injury claims and property damage claims caused by exposure to
hazardous materials, which are largely covered under the Group’s insurance policies.
Legislative, standard and regulatory changes in product registration
The majority of the substances and products marketed by the Group require registration at various stages of their
development, production, import, utilization and marketing, and are also subject to strict regulatory supervision by the
regulatory authorities in each country. Compliance with the regulatory requirements that vary from country to country and
which are becoming more stringent with time, involves significant time and costs, and rigorous compliance with individual
registration requirements for each product. Noncompliance with these regulatory requirements might materially adversely
affect the Group’s expenses, cost structure and profit margins, as well as penetration of its products in the relevant market,
and may even lead to suspension of sales of the relevant product, and recall of those products already sold, or to legal
action. Moreover, to the extent new regulatory requirements are imposed on existing registered products (requiring
additional investment or leading to the existing registration's revocation) and/or the Group is required to compensate
another company for its use of the latter's product registration data, these might amount to significant sums, considerably
increasing the Group's costs and adversely affecting its results and reputation. In recent years the industry has been
suffering from revocation of registration for many products around the world. This trend is particularly evident in European
countries as well as in many other countries worldwide.
Nevertheless, the Group believes that, in countries where the Group maintains a competitive edge, any toughening of
registration requirements may actually increase this edge, since this will make it difficult for its competitors to penetrate the
same market, whereas in countries in which the Group possesses a small market share, if any, such toughening may make
further penetration of the Group's products into that market more difficult.
Product liability
Product and producer liability are a risk for the Group. Regardless of their prospects or actual results, product liability
lawsuits might involve considerable costs as well as tarnish the Group's reputation, thus potentially impacting its profits.
The Group has a third-party and defective product liability insurance cover. However, there is no certainty that the scope
of insurance cover is sufficient. Any future product liability lawsuit or series of lawsuits could materially affect the Group’s
operations and results, should the Group lose the lawsuit or should its insurance cover not suffice or apply in a particular
instance. In addition, while the Group has not currently encountered any difficulty renewing such insurance policy, it is
possible that it will encounter future difficulties in renewing an insurance policy for third party liability and defective products
on terms acceptable to the Group.

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ADAMA Ltd.                                                                                                Annual Report 2021


Successful market penetration and product diversification
The Group’s growth and profit margins are affected, inter alia, by the extent of its success in developing differentiated
products and obtaining registrations for them, so as to enable it to gain market share at the expense of its competitors.
Usually, being the first to launch a certain off-patent product affords the Group continuing advantage, even after other
competitors penetrate the same market. As such, the Group's revenues and profit margins from a certain new off-patent
product could be materially affected by its ability to launch such product ahead of the launch of a comparable product by
its competitors.
Should new products fail to meet registration requirements in the different countries or should it take a long period of time
to obtain such registrations, the Group's ability to successfully introduce a new product to the relevant market in the future
may be affected, since entry into the market prior to other competitors is important for successful market penetration.
Furthermore, successful market penetration involves, inter alia, product diversification in order to suit each market's
changing needs. Therefore, if the Group fails to adapt its product mix by developing new products and obtaining the
required regulatory approvals, its future ability to penetrate that market and to maintain its existing market share could be
affected. Failure to introduce new products to given markets and meet Group objectives (given the considerable time and
resources invested in their development and registration) might affect the sales of the product in question in the relevant
market, the Group’s results and margins.
Intellectual property rights of the Group and of third parties
The Group's ability to develop off-patent products is dependent, inter alia, on its ability to oppose patents or patent
application of Originator Companies or other third parties, or to develop products that do not otherwise infringe intellectual
property rights in a manner that may involve significant legal and other costs. Originator Companies tend to vigorously
defend their products and may attempt to delay the launch of competing off-patent products by registering patents on
slightly different versions of products for which the original patent protection is about to expire or has expired, with the aim
of competing against the off-patent versions of the original product. The Originator Companies may also change the
branding and marketing of their products. Such actions may increase the Group's costs and the risk it entails, and harm or
even prevent its ability to launch new products.
The Group is also exposed to legal claims that its products or production processes infringe on third-party intellectual
property rights. Such claims may involve time, costs, substantial damages and management resources, impair the value
of the Group's brands and its sales and adversely affect its results. Such lawsuits that were concluded involved non-
material amounts.
Furthermore, although the Group protects its brands and trade secrets with patents, trademarks and other methods of
intellectual property protection, these protective means may not be sufficient for fully safeguarding its intellectual property.
Any unlawful or other unauthorized use of the Group's intellectual property rights could adversely affect the value of its
intellectual property and goodwill. In addition, the Group may be required to take legal actions involving financial costs and
resources to safeguard its intellectual property rights.
Fluctuations in raw material inputs and prices, and in sales costs
Significant percentage of the Groups’ cost of sales derives from raw material costs. Hence, significant increases or
decreases in raw material costs affect the cost of goods sold, and are, due to the length of the Company’s inventory cycle,
generally reflected in the Company’s financials. Most of the Group's raw materials are distant derivatives of oil prices and
therefore, extreme changes or decrease in oil prices may affect the costs of raw materials, although only partially.
To reduce exposure to fluctuations in the prices of raw materials, the Group customarily engages in long-term purchase
contracts for key raw materials, wherever possible. Similarly, the Group acts to adjust its sales prices, wherever possible,
to reflect the changes in the costs of raw materials.
As of the date of approval of the financial statements, the Group has not engaged in any hedging transactions against


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ADAMA Ltd.                                                                                                   Annual Report 2021


increases in oil and other raw material costs.
Exposure due to recent developments in the genetically modified seeds market
Any significant development in the market of genetically modified seeds for agricultural crops, including as a result of
regulatory changes in certain countries currently prohibiting the use of genetically modified seeds, and/or any significant
increase in the sales of genetically modified seeds and/or to the extent new crop protection products are developed for
further crops that would be widely used (substituting traditional products), will affect demand for crop protection products,
requiring the Group to respond by adapting its product portfolio to the new demand structure. Consequently, to the extent
that the Group fails to adapt its product mix accordingly, this may reduce demand for its products, erode their sales price
and by implication affect the Group’s results and market share.
Nevertheless, the fact that the Group itself markets some of the products for which herbicide tolerance traits have been
developed, acts to mitigate this exposure (albeit only in terms of marketing margins).
In addition, natural and/or biological substances that attack weeds, pests and diseases are potential alternatives for the
Company’s products, though as of the date of the report, their efficiency is relatively limited, and they are commercialized
in a relatively small volumes.
Operational risks
The Group’s operations, including its manufacturing activities, rely, inter alia, on state-of-the-art computer systems. The
Group continually invests in upgrading and protecting these systems from malfunctions and attack. Any unexpected failure
of these systems, as well as the integration of new systems, could involve substantial costs and adversely affect the
Group's operations until completion of the repair or integration. The potential occurrence of a substantial failure that cannot
be repaired within a reasonable time frame may also affect the Group's operations and its results. Currently, the Group
has a property and loss-of-profit insurance policy.
Data protection and cyber security
During its activity, the Group may be exposed to risks and threats, related to the stability of its information technologies
systems, data protection and cyber security, which could appear in many different forms (such as service denial, misleading
employees, malfunction, encryption or data erasing and other cyber-attacks via E-mail or malicious software). An attack
on such computerized systems, mainly network based systems may cause the group material damages and expenses and
even partial suspension and disruption of their proper functioning. In order to minimize the abovementioned risks, the group
invests resources in its technological resilience and in proper protection of its systems.
Raw material supply and/or shipping and port service disruptions
Lack of raw materials or other inputs utilized in the manufacture of the Group’s products may prevent the Group from
supplying its products or significantly increase production costs. Moreover, the Group imports raw materials to its
production facilities worldwide, from where it then exports the technical or formulated products to its subsidiaries around
the world for formulation and/or commercialization purposes. Disruptions in the supply of raw materials from regular
suppliers may adversely affect operations until an alternative supplier is engaged. If any of the Group's suppliers are unable
to supply raw materials for a prolonged period, including due to ongoing disruptions and/or prolonged strikes and/or
infrastructure defects in the operating of a relevant port, and if the Group is unable to engage with an alternative supplier
at similar terms and in accordance with the relevant product registration requirements, this may adversely affect the Group's
results, significantly affect its ability to obtain raw materials in general, or obtain them at reasonable prices, as well as limit
its ability to supply products and/or meet customer supply deadlines. These might negatively affect the Group, its finances
and operating results. In order to reduce this risk, it is the Group's practice to occasionally adjust the volume of its product
inventories and at times utilize air freight.
Failed mergers and acquisitions; difficulties in integrating acquired operations
The Group's strategy includes growth through mergers, acquisitions, investments and collaborations designed to expand


                                                                60
ADAMA Ltd.                                                                                                 Annual Report 2021


its product portfolio and deepen its presence in certain geographical markets.
Growth through mergers and acquisitions requires assimilation of acquired operations and their effective integration in the
Group, including realization of certain forecasts, profitability, market conditions and competition.
Failure to successfully implement the above and/or non-realization of the relevant forecasts may result in not achieving the
incremental value forecasted, loss of customers, exposure to unexpected liabilities, reduced value of the intangible assets
included in the merger or acquisition as well as the loss of professional and skilled human resources.
Production concentration in limited plants
A large portion of the Group’s production operations is concentrated in a relatively small number of locations. Natural
disasters, hostilities, labor disputes, substantial operational malfunction or any other material damage might significantly
affect Group operations, as a result of the difficulty, the time and investment required for relocating the production operation
or any other activity.
International taxation
Most of the Group’s sales are global, through its consolidated subsidiaries worldwide. These individual companies are
assessed in accordance with the tax laws effective in each respective location. The Group’s effective tax rate could be
significantly affected by different classification or attribution of the profits arising from the proportional value of the
components of each of the companies in the Group in the various countries, as is recognized in each tax jurisdiction;
changes in the characteristics (including regarding the location of control and management) of these companies; changes
in the breakdown of the Group's profits into regions where differing tax rates apply; changes in statutory tax rates and other
legislative changes; changes in assessment of the Group's deferred tax assets or deferred tax liabilities; changes in
determining the areas in which the Group is taxed; and potential changes in the Group's organizational structure.
Changes in tax regulations and the manner of their implementation, including with regard to the implementation of BEPS,
may lead to a substantial increase in the Group's applicable tax rates and have a material adverse effect on its financial
position, results and cash flows.
The Group’s Financial Statements do not include a material provision for exposure for international taxation, as stated
above.
Risks arising from the Group’s debt
The Group finances its business operations by means of its own equity and loans from external sources (primarily traded
debentures issued by Solutions and bank credit). The Group's main source for servicing the debt and its operating
expenses is by means of the profits from the Group companies’ operations. Restrictions applying to the Group companies
regarding distribution of dividends to the Group, or the tax rate applicable on these dividends, may affect the Group's ability
to finance its operations and service its debt.
In addition, the Group's Finance Documents, as contained in the bank credit agreements, require meeting certain Financial
Covenants. Failure to meet these covenants due to an exogenous event or non-materialization of Group forecasts, and
insofar as the financing parties refuse to extend or update these Financial Covenants as per the Group’s capabilities, may
lead the financing parties to demand the immediate payment of these liabilities (or part thereof).
Exposure to customer credit risks
The Group’s sales to customers worldwide usually involve customer credit as is customary in each market. A portion of
these credit lines is insured, while the remainder are exposed to risk, particularly during economic slowdowns in the
relevant markets. The Group’s aggregate credit, however, is diversified among many customers in dozens of countries,
mitigating this risk. In addition, in certain regions, particularly in South America, credit days are particularly long (compared
to those extended to customers in regions such as Europe), and on occasion, inter alia, owing to agricultural seasons or
economic downturns in those countries, the Group may encounter difficulty in timely collection of customer debts, with the
collection period being extended over several years.

                                                               61
ADAMA Ltd.                                                                                                 Annual Report 2021


Generally, such issues arise more often in developing countries where the Group may be less familiar with its customers,
the collaterals might be in double until actual repayment and the insurance cover of these customers is likely to be limited.
Credit default by any of the customers may negatively impact the Group's cash flow and financial results.
The Group’s working capital and cash flow needs
Similar to other companies operating in the crop protection industry, the Group has substantial cash flow and working
capital requirements in the ordinary course of operations. In view of the Group's growth and considering its primary growth
regions, the Group’s broad product portfolio and the Group’s investments in manufacturing infrastructures, the Group has
significant financing and investment needs. The Group acts continually to improve the state and management of its working
capital. While currently the Group is in compliance with all its financial covenants, significant deterioration of its operating
results may in the future lead the Group to fail to comply with its financial covenants and fail to meet its financial needs. As
a result, the Group's ability to meet its goals and growth plans, as well as its ability to meet its financial obligations, may
be harmed.
Contagious disease outbreak
Outbreak of a contagious disease and pandemics, or other adverse public health developments, in territories where
significant production activity is taking place or from which raw materials are supplied to a significant extent, may have a
material adverse effect on the Company’s activity, such that the Company may encounter difficulties with procurement of
raw materials and intermediates, experience a certain decrease of activity within its production facilities due to
governmental instructions, and be constrained with respect to its logistics and supply lines. In addition, the Company sales
could be potentially impacted by a temporary decrease in demand for its products, as well as by temporary disruption of
the Company’s ability to sell and distribute products as mentioned above.

IX.    Information regarding communication with investors during the Reporting
       Period

√ Applicable □ Not applicable

                         Reception      Type of
   Date       Place                                      Name of the visitor                About                 Index
                           mode         visitor
                                                   CICC, Industrial Securities, TF                         Record of the
                                                   Securities, Haitong Securities,   Introduction on       Communications
                                                   Dongxing Securities, BOC          2020 Q4 and FY        between the
                                                   International, Nanjing            performance.          Company and the
                               Others
March    Not                                       Securities, HSBC Qianhai          Corresponding         Investors (No.
                    Phone call (Sell-side
30, 2021 applicable                                Securities, Guolian Securities,   presentation was      2021-01) was
                               analysts)
                                                   SWHY Securities, CITIC            published on the      published by the
                                                   Securities, Everbright            website of the        Company on April
                                                   Securities, North East            Company.              1, 2021 at
                                                   Securities and Citi, etc.                               www.cninfo.com.cn.
March    Not        Webcastin Institutional Not applicable                           Introduction on the   Record of the
31, 2021 applicable g         and                                                    2020 Q4 and FY        Communications
                              individual                                             performance.          between the
                              investors                                              Corresponding         Company and the
                                                                                     presentation was      Investors (No.
                                                                                     published on the      2021-02) was
                                                                                     website of the        published by the
                                                                                     Company.              Company on April
                                                                                                           2, 2021 at
                                                                                                           www.cninfo.com.cn.
                                      Others       CICC, TF Securities, Haitong      Introduction on       Record of the
April 28, Not            Phone call
                                      (Sell-side   Securities, Everbright            2021Q1                Communications

                                                              62
ADAMA Ltd.                                                                                              Annual Report 2021


                      Reception    Type of
  Date       Place                                 Name of the visitor                  About                 Index
                        mode       visitor
2021     applicable               analysts)   Securities, BOC International,      performance.          between the
                                              Nanjing Securities, HSBC            Corresponding         Company and the
                                              Qianhai Securities, Guolian         presentation was      Investors (No.
                                              Securities, SWHY Securities,        published on the      2021-03) was
                                              Anxin Securities, Zhongtai          website of the        published by the
                                              Securities, Guangfa Securities,     Company.              Company on April
                                              Fangzheng Securities, etc.                                30, 2021 at
                                                                                                        www.cninfo.com.cn.
                                              CICC, TF Securities,
                                                                                                        Record of the
                                              Everbright Securities, China
                                                                                  Introduction on       Communications
                                              Securities, Industrial
                                                                                  2021 Q2 and Half-     between the
                                              Securities, BOC International,
                                                                                  year performance.     Company and the
                               Others         Nanjing Securities, HSBC
August Not                                                                        Corresponding         Investors (No.
                    Phone call (Sell-side     Qianhai Securities, Guolian
25, 2021 applicable                                                               presentation was      2021-04) was
                               analysts)      Securities, Haitong Securities,
                                                                                  published on the      published by the
                                              Anxin Securities, Zhongtai
                                                                                  website of the        Company on
                                              Securities, Northeast
                                                                                  Company.              August 27, 2021 at
                                              Securities, Orient Securities,
                                                                                                        www.cninfo.com.cn.
                                              Changjiang Securities, etc.
August Not          Webcastin Institutional Not applicable                        Introduction on the   Record of the
26, 2021 applicable g         and                                                 2021 Q2 and Half-     Communications
                              individual                                          year                  between the
                              investors                                           performance.          Company and the
                                                                                  Corresponding         Investors (No.
                                                                                  presentation was      2021-05) was
                                                                                  published on the      published by the
                                                                                  website of the        Company on
                                                                                  Company.              August 30, 2021 at
                                                                                                        www.cninfo.com.cn.
                                                                                                        Record of the
                                              CICC, TF Securities,
                                                                                  Introduction on       Communications
                                              Everbright Securities, Industrial
                                                                                  2021 Q3 and 9M        between the
                                              Securities, CITIC, Guangfa
                                                                                  performance.          Company and the
                               Others         Securities, BOC International,
October Not                                                                       Corresponding         Investors (No.
                    Phone call (Sell-side     Guolian Securities, Huatai
27, 2021 applicable                                                               presentation was      2021-06) was
                               analysts)      Securities, Zhongtai Securities,
                                                                                  published on the      published by the
                                              Northeast Securities, Dongxin
                                                                                  website of the        Company on
                                              Securities, Guohai Securities,
                                                                                  Company.              October 29, 2021 at
                                              etc.
                                                                                                        www.cninfo.com.cn.
October Not         Webcastin Institutional Not applicable                        Introduction on the   Record of the
28, 2021 applicable g         and                                                 2021 Q3 and 9M        Communications
                              individual                                          performance.          between the
                              investors                                           Corresponding         Company and the
                                                                                  presentation was      Investors (No.
                                                                                  published on the      2021-07) was
                                                                                  website of the        published by the
                                                                                  Company.              Company on
                                                                                                        November 1, 2021
                                                                                                        at
                                                                                                        www.cninfo.com.cn.




                                                         63
ADAMA Ltd.                                                                                               Annual Report 2021




                            Section IV - Corporate Governance
I.     Basic details of corporate governance

During the Reporting Period, the Company continuously improved the awareness of corporate governance and corporate
governance structure and perfected the corporate system as well as standardized the operation of the Company, promoted
internal control activities, and constantly improve the Company's management levels stringently according to requirements
of relevant laws and regulations, such as the Company Law, Securities Law, and Corporate Governance Principle of Listed
Company, as well as Rules for Listing Shares in Shenzhen Stock Exchange.
1. About Shareholders and the Shareholders’ meeting
During the Reporting Period, the Company has ensured that all shareholders, especially small and medium shareholders,
are treated equal and able to fully exercise their rights. It held one annual general meeting of shareholders, during which
13 proposals in total were reviewed and approved. Lawyers were invited to attend all the meetings mentioned above for
testimony and issuing legal opinions. Online voting has been applied during all above-mentioned meetings to ensure that
all shareholders, especially small and medium shareholders, enjoy equal status and fully exercise their rights. Notices of
shareholders' meeting, meeting proposals, discussion procedures, voting on proposals and information disclosure all meet
the requirements. Every major decision of the Company has been decided by the shareholders' meeting according to laws
and regulations with lawyers as the witness to ensure that the right to know, to participate and vote on major issues of all
shareholders, especially the small and medium shareholders are properly protected.
2. About Directors and the Board of Directors
During the Reporting Period, the number, composition and qualifications of the board of directors were in compliance with
the laws and regulations as well as the Articles of Association of the Company. All board members are diligent and
responsible for attending the board and shareholders’ meetings in accordance with the relevant provisions of the Company
Law and the Articles of Association. During the Reporting Period, the Company held 10 board meetings during which 34
proposals were reviewed. The organizing, convening and formation of resolutions were carried out in accordance with
relevant provisions of the Articles of Association and the Rules of Procedure for the Board of Directors. The Company has
established an independent director system in accordance with relevant regulations. Each of the independent directors
have expressed independent opinions on important business of the Company during the Reporting Period. The Company's
board of directors consists of one strategy committee, one nomination committee, one audit committee and one
remuneration and appraisal committee, all of which are functioning with respective implementation rules to ensure the
scientific and compliant decision-making by the board of directors.
3. About Supervisors and the Board of Supervisors
During the Reporting Period, the board of supervisors of the Company consisted of three supervisors. The number,
composition and qualifications of the Board of Supervisors were in compliance with laws and regulations as well as the
Articles of Association of the Company. During the Reporting Period, five meetings were held and 13 proposals were
reviewed. All meetings were organized and convened in accordance with the procedures of the Articles of Association and
the Rules of Procedure for the Board of Supervisors. All supervisors have earnestly performed their duties by reviewing
the company's periodic reports and other matters and issuing verification opinions with a strong sense of responsibilities
to the shareholders. All of them have effectively fulfilled their duties and safeguarded the legitimate rights and interests of
the Company and its shareholders.
4. About Investors’ Relations
The Company communicates with investors through public announcements, consultations by telephone, interactive

                                                              64
ADAMA Ltd.                                                                                           Annual Report 2021


platforms, e-mails and other multiple media to enhance opinion exchange. It has been making various efforts on deepening
the understanding of investors about the Company's operation and development outlook and also maintaining good
relations with them. Meanwhile, it has been serious to receive investors' opinions and suggestions and encouraged the
interaction between investors and itself. During the Reporting Period, the Company has been patient to respond investors
by answering calls and questions through all interactive platforms, which has guaranteed a sound and fair access for
investors to obtain information.
Whether there is any difference between the actual corporate governance situation of the Company and the provisions of
the laws, administrative regulations and relevant rules of CSRC or not?
□ Yes √ No
There is no difference between the actual corporate governance situation of the Company and the provisions of the relevant
rules of CSRC.

II.    Particulars about the Company’s independence from the controlling shareholder
       and the actual controller in ensuring the company’s assets, personnel, financials,
       institutions and business, etc.

1. In respect of assets: The assets relationship between the Company and the controlling shareholder is clear. The
company has complete control over all its assets. There is no such thing as a free possession or usage by the controlling
shareholder.
2. In respect of personnel: The Company and controlling shareholder are mutually independent in the labor, personnel and
salary management, the Company CEO and other senior management personnel get the salary in the Company, and not
perform administrative work in the controlling shareholder unit.
3. In respect of financing, the Company owned independent financial department, established independent accounting
system and financial management system, opened independent bank account, paid tax in line with laws.
4. In respect of organization, the Company has set up the organization that was independent from the controlling
shareholder completely, the Board of Directors, the Supervisory Committee and internal organization could operate
independently.
5. In respect of business: the Company had a complete business system and independent operation, and conducts its
independent and complete business with self-management ability.




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ADAMA Ltd.                                                                                                  Annual Report 2021


III.    Horizontal competition

√ Applicable □ Not applicable

       Type       Type of          Name of        Nature of the    Cause of the               Solutions             Work-
                 Affiliation         the            Company            problem                                    schedule
                  with the        Company                                                                        and follow-
                 Company                                                                                           up plan

 Horizontal      ultimate         Sinochem        Central          The              Sinochem Holdings            In process/
 competition     controlling      Holdings        enterprise       subsidiaries     commits itself to take       performance
 and related     party of         Corporation                      controlled by    appropriate actions to       .
 party           the              Ltd.                             Sinochem         solve the horizontal
 transaction     Company’                                         Holdings are     competition and related
 s               s                                                 in similar or    party transactions
                 controlling                                       the same         between its subsidiaries
                 sharehold                                         business as      and the Company. For
                 er                                                the Company      details, please refer to I
                                                                   or the           Performance of
                                                                   supplier or      commitments of Section
                                                                   the client of    VI of the Annual Report.
                                                                   the Company.



IV.     Particulars regarding the annual shareholders’ general meeting and special
        shareholders’ general meetings held during the Reporting Period

1. Particulars regarding the shareholders’ general meeting during Reporting Period


                                           Proportion of
                                                                                   Disclosure
       Session              Type                investors'     Convening date                         Index to the disclosed
                                                                                       date
                                             participation
                                                                                                    Announcement on the
                                                                                                    Resolutions of 2020 Annual
2020 Annual            Annual                                                                       General Meeting
Shareholders           Shareholders              75.21%           May 21, 2021     May 22, 2021     (Announcement Number:
Meeting                Meeting                                                                      2021-22).
                                                                                                      Disclosed at the website
                                                                                                     CNINFO www.cninfo.com.cn


2. Special Shareholders’ General Meeting applied by the preferred stockholder with restitution of
voting right

□ Applicable √ Not applicable



V.      Directors, Members of the Supervisory Board, Senior Management Staff &
        Employees

1. Basic Information



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ADAMA Ltd.                                                                                        Annual Report 2021

                                                                                                 Amount of
                                                                                                                                            Shares held
                                                                                     Shares       shares        Amount of        Other
                                                                          Ending                                                            at the end of   Reasons for
                                                          Beginning                 held at the increased at      shares        changes
                                 Office                                   date of                                                               the             the
    Name          Position                  Gender Age      date of                      year-      the        decreased at     increase/
                                Status                                    office                                                             Reporting      Shareholding
                                                          office term                 begin      Reporting     the Reporting    decrease
                                                                           term                                                                Period         Changes
                                                                                     (share)      Period       Period (share)    (share)
                                                                                                                                              (share)
                                                                                                  (share)

                  Chairman                                                                                                                                      N/A
 Erik Fyrwald                   In Office    Male    63   April 9, 2020                   0          0               0             0             0
                 of the BOD

    Chen                                                    Sep 29,                                                                                             N/A
                  Director      In Office    Male    54                                   0          0               0             0             0
 Lichtenstein                                                2017

   An Liru        Director      In Office    Male    52 Apr 29, 2015                      0          0               0             0             0              N/A

                Independent                                 Dec 25,                                                                                             N/A
   Xi Zhen                      In Office    Male    58                                   0          0               0             0             0
                  Director                                   2017

                Independent                                 Nov 16,                                                                                             N/A
   Ge Ming                      In Office    Male    70                                   0          0               0             0             0
                  Director                                   2020

   Ignacio       President &                                March 1,                                                                                            N/A
                                In Office    Male    62                                   0          0               0             0             0
 Dominguez          CEO                                      2020

   Michal       General Legal                               Sep 29,                                                                                             N/A
                                In Office   Female   63                                   0          0               0             0             0
  Arlosoroff      Counsel                                    2017

                Chairman of                                                                                                                                     N/A
    Jiang            the
                                In Office    Male    47   Jan 6, 2013                    6,000       0                0            0           6,000
 Chenggang       Supervisory
                   Board

                Member of the                                                                                                                                   N/A
                                                            May 21,
 Liu Jianhua     Supervisory    In Office    Male    43                                   0          0                0            0             0
                                                             2021
                   Board

                Member of the                               May 21,                                                                                             N/A
  Yuan Yuan                     In Office    Male    41                                   0          0                0            0             0
                 Supervisory                                 2021

                                                                                    67
ADAMA Ltd.                                                                                      Annual Report 2021

                                                                                               Amount of
                                                                                                                                          Shares held
                                                                                   Shares       shares        Amount of        Other
                                                                        Ending                                                            at the end of   Reasons for
                                                          Beginning               held at the increased at      shares        changes
                                  Office                                date of                                                               the             the
    Name          Position                   Gender Age    date of                     year-      the        decreased at     increase/
                                  Status                                office                                                             Reporting      Shareholding
                                                          office term               begin      Reporting     the Reporting    decrease
                                                                         term                                                                Period         Changes
                                                                                   (share)      Period       Period (share)    (share)
                                                                                                                                            (share)
                                                                                                (share)
                   Board

                Secretary of                               Nov 27,                                                                                            N/A
   Guo Zhi                       In Office    Male   44                                 0          0               0             0             0
                  the BOD                                    2020

                                                           Sep 29,                                                                                            N/A
                                                             2017
               Chief Financial
                                                           (Deputy      Sep 30,
Aviram Lahav      Officer &      Demission    Male   62                                 0          0               0             0             0
                                                          CEO as of      2021
                Deputy CEO
                                                           March 1,
                                                            2020)

               Member of the                                                                                                                                  N/A
                                                          March 19,     May 21,
   Li Dejun     Supervisory      Demission    Male   64                                 0          0               0             0             0
                                                             2018        2021
                   Board

               Member of the                                                                                                                                  N/A
                                                           Nov 16,      May 21,
Clement Tung    Supervisory      Demission    Male   53                                 0          0               0             0             0
                                                             2020        2021
                   Board

    Total            --                        --    --       --          --           6,000       0               0             0           6,000             --




                                                                                  68
ADAMA Ltd.                                                                                          Annual Report 2021



VI.    Whether there was any departure of directors and supervisors and dismissal of
       senior management during the reporting period

√ Yes □ No
1. On May 21, 2021, due to the expiration of office terms of the board of supervisors, Mr. Li Dejun and Mr. Clement Tung
no longer served as supervisors of the Company.
2. On September 30, 2021, the Board received notice from Mr. Aviram Lahav informing the Company of his resignation as
the Chief Financial Officer (“CFO”) and Deputy Chief Executive Officer due to personal reasons. Mr. Aviram Lahav’s
resignation came into effect upon the receiving of the above notice by the Board. Following his resignation, Mr. Aviram
Lahav ceased to hold any position in the Company and its wholly-owned subsidiary, ADAMA Solutions. For details, please
refer to the Announcement on the Resignation of the Chief Financial Officer & Deputy Chief Executive Officer
(Announcement No. 2021-41).



VII. Particulars regarding changes of Directors, Supervisors and Senior Executives

√ Applicable □ Not applicable

      Name                 Position                   Type               Date                     Reason

                    Chief Financial Officer
Aviram Lahav          and Deputy Chief          Left the position     Sep 30, 2021   Resignation for personal reasons
                      Executive Officer

                                              Left the position due
                        Member of the
Li Dejun                                       to the expiration of   May 21, 2021   --
                      Supervisory Board
                                                  office terms

                                              Left the position due
                        Member of the
Clement Tung                                   to the expiration of   May 21, 2021   --
                      Supervisory Board
                                                  office terms

                        Member of the
Liu Jianhua                                   Accepted the position   May 21, 2021   Elected by the shareholders
                      Supervisory Board

                        Member of the
Yuan Yuan                                     Accepted the position   May 21, 2021   Elected by the shareholders
                      Supervisory Board




2. Resumes of important personnel

Professional background, main working experience and main responsibilities of current directors, supervisors and senior
management staff


Mr. Erik Fyrwald, American, serves as the Chairman of the Board of Directors of the Company. He is currently the CEO
of Syngenta Group, CEO and Executive Director of Syngenta A.G. and Chairman of Syngenta Foundation for Sustainable
Agriculture. He currently also serves on the board of directors of CropLife International, the Swiss-American Chamber of
Commerce and the listed entities Bunge Limited and Eli Lilly & Company. Previously served as President and CEO of


                                                             69
ADAMA Ltd.                                                                                           Annual Report 2021


Univar, a leading distributor of chemistry and related services, President of Ecolab, a cleaning and sanitation, water
treatment, and oil and gas products and services provider, and Chairman, President and CEO of Nalco, a water treatment
and oil and gas products and services company, and Group Vice President of the Agriculture and Nutrition Division of the
DuPont Company. He graduated from the University of Delaware with a bachelor's degree in Chemical Engineering and
completed the Advanced Management Program at Harvard Business School.


Mr. Chen Lichtenstein, Israeli, serves as a Director of the Company and its wholly-owned subsidiary, Adama Solutions,
CFO of the Syngenta Group (with responsibility also for Strategy, Integration and Productivity), and its wholly-owned
subsidiary - Syngenta AG and a member of the Board of directors of the Israeli Democracy Institute, and Member of the
Board of Trustees of Tel Aviv University.. He holds joint doctoral degrees from Stanford University's Graduate School of
Business and School of Law, and B.Sc. (Physics) and LL.B. from the Hebrew University of Jerusalem. He previously served
as the President & CEO of the Company and its wholly-owned subsidiary, Adama Solutions, after holding several executive
positions in the Company (Deputy CEO, running global operations and heading corporate development and capital market
activities) and serving as the President & CEO of China National Agrochemical Corporation (CNAC), Syngenta Group’s
parent.


Mr. An Liru, serves as a Director of the Company. He holds a master degree of chemical engineering and MBA, senior
engineering, senior economist. He used to be the Assistant of General Manager, Vice General Manager, General Manager,
Deputy Party Secretary of Jiangsu Anpon Electrochemical Co., Ltd., Chairman of Directors, Party Secretary of Jiangsu
Huaihe Chemicals Co., Ltd., Executive Director and CEO of Jiangsu Maidao Agrochemical Co., Ltd., the Chairman of the
Board of Directors of the Company, Executive Director of Jiangsu Anpon Electrochemical Co., Ltd., Chairman of Directors
and Party Secretary of China National Agrochemical Co., Ltd. Currently, he serves also as a Director and the Senior Vice
President of Solutions, Director and General Manager of Adama (China) Investment Co., Ltd., Chairman of Directors of
Adama (Beijing) Agricultural Technology Co., Ltd., Chairman of Directors of Adama Agrochemical (Jiangsu) Co., Ltd.


Mr. Ge Ming, serves as an independent director of the Company. He holds a master’s degree in western accounting, and
he is a senior accountant, a certified Chinese public accountant as well as an Australian certified public accountant. He
previously served as the chairman and chief accountant of Ernst & Young Hua Ming Certified Public Accountants Firm, and
as the managing partner, chief accountant and senior advisor of Ernst & Young Hua Ming Certified Public Accountants
(special general partnership). Mr. Ge currently serves as an independent director on the boards of AsiaInfo. He currently
also serves on the supervisory boards of the Bank of Shanghai, Bank of Suzhou, Tencent Foundation, and serves as the
executive director and general manager of Beijing Huaming Fulong Accounting Consulting Co., Ltd.




Mr. Xi Zhen, serves as an independent director of the Company. He holds a professor degree and a doctor of Bioorganic
Chemistry degree. Mr. Xi was Assistant Professor in Hubei Medical School which is currently the Wuhan University School
of Medicine from 1983 to 1985, was Engineer in Beijing Institute of Chemical Reagents from 1988 to 1990, was a Research
Associate in Department of Biological Chemistry and Molecular Pharmacology of Harvard Medical School from 1997 to
2001. Mr. Xi is currently Cheung Kong Scholar of Pesticide Science of the Ministry of Education of the PRC, Chairman of
Department of Chemical Biology, Professor of Chemistry and Chemical Biology, Fellow of the University Committee of
Nankai University in China, and Director of National Pesticide Engineering Research Center (Tianjin). Mr. Xi is also a
Committee Member of Chinese Chemical Society and Deputy Director of its Division of Chemical Biology, Deputy Director
of the Pesticide Science Division of Chinese Chemical Industry and Engineering Society. In addition, he is a director of
Suzhou Ribo Life Science Co., Ltd.



                                                           70
ADAMA Ltd.                                                                                             Annual Report 2021




Mr. Ignacio Dominguez, Spanish, serves as the President & Chief Executive Officer of the Company. He was the CCO of
Solutions and has been with Solutions for more than a decade. Prior to joining Solutions, Ignacio held various management
positions in companies such as Syngenta and American Cyanamid, boasting more than 20 years of experience in the
agrochemical industry. He holds a master's degree in physics from Complutense University of Madrid.




Ms. Michal Arlosoroff, Israeli, serves as the Company’s General Legal Counsel. Ms. Arlosoroff also serves as Senior
Vice President, General Legal Counsel, Company Secretary and CSR Officer of Solutions. Ms. Arlosoroff holds an LL.B.
as well as a B.A. in Political Science and Labor Relations (cum laude) from Tel Aviv University, Israel. Ms. Arlosoroff also
graduated from the Advanced Management Program at Harvard Business School. Prior to joining the Group, Ms. Arlosoroff
served for 22 years as full Partner and General Manager of the Tel Aviv branch at E.S. Shimron, I. Molho, Persky & Co.,
one of the most prominent, respected and established law firms in Israel.


Mr. Jiang Chenggang, serves as the Chairman of the Supervisory Board of the Company. He served as a Deputy Director
of the Office and Deputy Secretaries of the Discipline Inspection Commission of the Company; acted as the Chairman of
the Labor Union, Supervisor, Deputy Director of the Office and Deputy Secretaries of the Discipline Inspection Commission
of the Company from Jun. 2012 to Dec. 2012; has been acting as the Deputy Party Committee Secretary of Jingzhou
Sanonda Holdings Co., Ltd. and Secretary of the Discipline Inspection Commission of the company since January 2017;
and he has been the Chairman of the Labor Union, Supervisor and Secretaries of the Discipline Inspection Commission of
the Company since Jan. 2013.


Mr. Liu Jianhua, Doctor of Engineering, serves as a member of the Supervisory Board of the Company and as the Non
Ag Business Manager of ADAMA China. He previously served as the GM Assistant of Hubei Sanonda Co. Ltd., as the
COO of Jiangsu Anpon Electrochemical Co., Ltd., and as the member of CPC Committee of China National Agrochemical
Corporation.


Ms. Yuan Yuan, serves as a member of the Supervisory Board of the Company and as Strategy & Business Manager of
ADAMA China. She obtained a bachelor’s degree of international trade from Zhongnan University of Economics and Law
and a master degree of business administration from University of International Business and Economics. Before joining
ADAMA,she served as Deputy and Executing Director of Commerce Dept. in China National Agrochemical Corporation.


Mr. Guo Zhi, serves as the secretary of the Board of Directors and the legal head of ADAMA China. Mr. Guo got his
Master of Laws severally from Peking University and Melbourne University. From 2004 to 2017, he practiced law in
Commerce & Finance Law Offices (“C&F”) and had been a partner of C&F for eight years. His practicing area covers
IPO, M&A, and Foreign Investment. From March 19, 2018 to November 16, 2020, he was a member of the Supervisory
Board of the Company.


Positions in shareholder units
√ Applicable □ Not applicable




                                                            71
ADAMA Ltd.                                                                                                Annual Report 2021


 Name of the
   person                                                                                                     Receives
 holding any               Name of the             Position in the      Beginning date      Ending date     payment from
 post in any         shareholder unit             shareholder unit       of office term     of office term the shareholder
 shareholder                                                                                                    unit?
     unit
                 Syngenta Group                 CEO                      January 2020            --              No
Erik
                                                CEO and Executive
Fyrwald          Syngenta AG                                               June 2016             --              Yes
                                                Director

Chen             Syngenta Group                 CFO                        March, 2020           --              Yes
Lichtenstein     Syngenta AG                    CFO                        March, 2020           --              Yes
                                                Deputy Party                                                     No
                                                Secretary, Secretary
Jiang            Jingzhou Sanonda
                                                of the Discipline        January 2017            --
Chenggang        Holdings Co., Ltd.
                                                Inspection
                                                Commission



Positions in other units
√ Applicable □ Not applicable

 Name of the
   person
                                                                              Beginning                       Receives
 holding any                                           Position in other                    Ending date
                           Name of other unit                                date of office                 payment from
 post in any                                                  unit                          of office term
                                                                                 term                      the other unit?
 shareholder
     unit
                                                      Director of the                                             No
                 CropLife International                                                               -
                                                      Board                      2016
                 Swiss-American Chamber of            Director of the            2016                             No
                                                                                                      -
                 Commerce                             Board
Erik Fyrwald
                                                      Director of the            2018                             Yes
                 Bunge Limited                                                                        -
                                                      Board
                                                      Director of the            2005                             Yes
                 Eli Lilly & Co.                                                                      -
                                                      Board
Chen                                                                                                          Yes (as of
                 Solutions                            Director               October 2017             -
Lichtenstein                                                                                                March 1, 2020)
Chen                                                  Director of the
                 The Israeli democracy institute                                                      -           No
Lichtenstein                                          Board
Chen                                                  Member of the
                 Friends of Tel Aviv University                                                       -           No
Lichtenstein                                          Board of Trustees
An Liru          Solutions                            Director          February 2014                 -           Yes
                                                      Head of China       September
An Liru          Solutions                                                                            -           Yes
                                                      Cluster                2017
                 Adama (China) Investment Co.,        Director and
An Liru                                                                 November 2018                 -           No
                 Ltd.                                 General Manager
                 Adama (Beijing) Agricultural         Chairman of
An Liru                                                                 November 2018                 -           No
                 Technology Co., Ltd.                 Directors
                 Adama Agrochemical (Jiangsu)         Chairman of                                     -
An Liru                                                                   June 2017                               No
                 Co., Ltd.                            Directors
                                                      SVP, General                                    -
Michal                                                Counsel, Company
                 Solutions                                               October 2017                             Yes
Arlosoroff                                            Secretary & CSR
                                                      Officer


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ADAMA Ltd.                                                                                              Annual Report 2021


 Name of the
   person
                                                                          Beginning                       Receives
 holding any                                        Position in other                   Ending date
                        Name of other unit                               date of office                 payment from
 post in any                                               unit                         of office term
                                                                             term                      the other unit?
 shareholder
     unit
                                                   Independent
Ge Ming          China Pingan Group                                        June 2015      August 2021           Yes
                                                   Director
                                                   Independent                              November
Ge Ming          Focus Media                                             January 2016                           Yes
                                                   Director                                   2021
                                                   Independent
Ge Ming          AsiaInfo                                               December 2018           --              Yes
                                                   Director
Ge Ming          Bank of Shanghai                  Supervisor              June 2017            --              Yes
Ge Ming          Bank of Suzhou                    Supervisor              July 2017            --              Yes
Ge Ming          Tencent Foundation                Supervisor               Jan 2019            --              No
                                                   Executive Director
                 Beijing Huaming Fulong
Ge Ming                                            and General          December 2001           --              No
                 Accounting Consulting Co., Ltd.
                                                   Manager
                                                   Professor,                                    -
                                                   Chairman of
                                                   Department of
Xi Zhen          Nankai University                 Chemical Biology,      August 2002                           Yes
                                                   Fellow of the
                                                   University
                                                   Committee
                 National Agrochemical                                                           -
Xi Zhen          Engineering Research Center       Director                May 2014                             No
                 (Tianjin)
                 Division of Chemical Biology of                                                 -
Xi Zhen                                            Deputy Director       January 2015                           No
                 Chinese Chemical Society
                 Agrochemical Science Division                                                   -
Xi Zhen          of Chinese Chemical Industry      Deputy Director      November 2014                           No
                 and Engineering Society
                 Suzhou Ribo Life Science Co.,                                                   -
Xi Zhen                                            Director              January 2007                           No
                 Ltd.
                 Hubei Sanonda Foreign Trade                                                     -
Liu Jianhua                                        Executive Director      June 2021                            No
                 Co., Ltd.
                 Jiangsu Anpon International                                                     -
Liu Jianhua                                        Executive Director      April 2021                           No
                 Trading Co., Ltd.
Particulars regarding the Company's current directors, supervisors and senior managers who received punishments, if any,
from Securities Regulatory Institution during the recent three years (including the Reporting Period)
□ Applicable √ Not applicable




                                                              73
ADAMA Ltd.                                                                                              Annual Report 2021


3.Remuneration of directors, supervisors and senior management

Decision-making procedures, basis for determination and actual payment of the remuneration to directors,
supervisors and senior executives
Remuneration of office holders is decided by the authorized organs of the Company according to the Remuneration Policy.
In addition, global professional benchmarks, implementations of performance at the Company level, and the actual
performance of the respective person are also taken into account in the resolutions regarding remuneration.
Independent directors are entitled to receive annual allowance and would not receive salary by the Company. The
Company also adopted a remuneration plan of the non-independent directors. A non-independent director who holds a
management position in the Company and/or any of its subsidiaries, shall receive the remuneration set for such position
and will not be entitled to any additional remuneration for serving as a director; A non-independent director who doesn’t
hold a management position in the Company or any of its subsidiaries, may receive a monthly remuneration. For details,
please see the Announcement of the Resolutions of 25 th meeting of the 7th Session of the Board of Directors
(Announcement no. 2018-5) and the Announcement of the Resolutions of 21 st meeting of the 8th Session of the Board of
Directors (Announcement no. 2020-7).
Internal supervisors, who are full-time employees of the Company (or any of its subsidiaries), will be entitled to receive a
remuneration set for their posts and will not be entitled to any additional remuneration for serving as supervisors.
External supervisors, who are not employees of the Company (or any of its subsidiaries), will be entitled to receive annual
allowance and would not receive salary by the Company.
For details, please see the Announcement of the Resolutions of 4 th meeting of the 8th Session of the Board of Supervisors
(Announcement no. 2018-25).
Total remuneration of the directors, supervisors and senior management of the Company during the Reporting Period is
as follow:
                                                                                                             Unit RMB’0000

                                                                                        Total before-    Whether gained
                                                                                             tax           remuneration
     Name                  Position            Gender      Age     Current/Former      remuneration      from the related
                                                                                        gained from        parties of the
                                                                                       the Company           Company
  Erik Fyrwald      Chairman of the BOD         Male        63          Current                                 Yes
      Chen
                           Director             Male        54          Current                                 Yes
  Lichtenstein
     An Liru               Director             Male        52          Current                                  No
    Ge Ming         Independent Director        Male        70          Current                                  No
     Xi Zhen        Independent Director        Male        58          Current                                  No
    Ignacio
                      President & CEO           Male        62          Current                                  No
   Dominguez
     Michal
                   General Legal Counsel       Female       63          Current                                  No
    Arlosoroff
    Jiang              Chairman of the
                                                Male        47          Current                                  No
  Chenggang           Supervisory Board
                       Member of the
   Liu Jianhua                                  Male        43          Current                                  No
                      Supervisory Board
   Yuan Yuan            Member of the          Female       41          Current                                  No


                                                             74
ADAMA Ltd.                                                                                                Annual Report 2021


                                                                                          Total before-    Whether gained
                                                                                               tax           remuneration
    Name                   Position               Gender      Age    Current/Former      remuneration      from the related
                                                                                          gained from        parties of the
                                                                                         the Company           Company
                       Supervisory Board
   Guo Zhi            Secretary of the BOD         Male       44         Current                                 No
                     Chief Financial Officer
 Aviram Lahav                                      Male       62         Former                                  No
                       and Deputy CEO
                        Member of the
   Li Dejun                                        Male       64         Former                                  No
                       Supervisory Board
                        Member of the
 Clement Tung                                      Male       53         Former                                  No
                       Supervisory Board
     Total                                                                                  10,602



VIII. Performance of Directors of the Board during the Reporting Period

1. Particulars regarding the Board meeting during Reporting Period


     Session           Convening date Disclosure date                         Resolutions of the Meeting
                                                              The following resolutions were deliberated and adopted:
                                                              1. Proposal on the 2020 Annual Report and its Abstract;
                                                              2. Proposal on the 2020 Financial Statements;
                                                              3. Proposal on the Pre-Plan of the 2020 Dividend Distribution;
                                                              4. Proposal on the Self-Assessment report on the 2020 Internal
                                                              Control of the Company;
                                                              5. Proposal on the 2020 Working Report of the Board of
                                                              Directors;
                                                              6. Proposal on the 2020 Risk Appraisal Report of ChemChina
                                                              Finance Co., Ltd;
                                                              7. Proposal on the Remuneration of Senior Executives;
the 31st Meeting of
                                                              8. Proposal on the Engagement with an Audit Firm for the Audit
the 8th Session of
                         Mar 29, 2021          Mar 31, 2021   of the Financial Statements and Internal Control of the
the Board of
                                                              Company for 2021;
Directors
                                                              9. Proposal on the Expected Related Party Transactions in the
                                                              Ordinary Course of Business in 2021;
                                                              10. Proposal on the Special Report on the Deposit and Actual
                                                              Use of the Raised Funds in 2020;
                                                              11. Proposal on the Cancellation of the Repurchased Shares
                                                              and the Subsequent Decrease of the Registered Capital of the
                                                              Company;
                                                              12. Proposal on Revisions to the Articles of Association of the
                                                              Company;
                                                              After the review of the above proposals, 2020 Working Reports
                                                              of the Independent Directors were presented to the meeting.
the 32nd Meeting
                                                              The following resolution was deliberated and adopted:
of the 8th Session
                         Apr 16, 2021               --        1. Proposal on the Disposal of Assets located at the Company’s
of the Board of
                                                               Jingzhou Site
Directors
the 33rd Meeting                                              The following resolutions were deliberated and adopted:
of the 8th Session       Apr 28, 2021          Apr 29, 2021   1. Proposal on the Q1 2021 Report;
of the Board of                                               2. Proposal on Bank Loans for the Working Capital of Jingzhou

                                                               75
ADAMA Ltd.                                                                                       Annual Report 2021


     Session         Convening date Disclosure date                   Resolutions of the Meeting
Directors                                             Site;
                                                      3. Proposal on Providing Guarantees in Favor of two Wholly-
                                                      owned Subsidiaries;
                                                      4. Proposal on the Nomination of Non-Independent Directors to
                                                      Compose the 9th Session of the BOD;
                                                      5. Proposal on the Nomination of Independent Directors to
                                                      Compose the 9th Session of the BOD;
                                                      6. Proposal on the Election of the Chairman of the Board and
                                                      Members of the Special Committees of the 9th Session of the
                                                      Board of Directors;
                                                      7. Proposal on Calling for the 2020 Annual General Meeting
the 1st Meeting of                                    The following resolution was deliberated and adopted:
the 9th Session of                                    1. Proposal on Providing Guarantees in Favor of a Controlled
                      Jun 28, 2021    Jun 29, 2021
the Board of                                          Subsidiary
Directors
the 2nd Meeting of
the 9th Session of                                    The Board discussed the 2021 semi-annual report and related
                      Aug 17, 2021         -
the Board of                                           matters. No resolution was made.
Directors
                                                      The following resolutions were deliberated and adopted:
the 3rd Meeting of                                    1. Proposal on the 2021 Semi-Annual Report and its Abstract;
the 9th Session of                                    2. Proposal on the Special Report on the Deposit and Actual
                      Aug 24, 2021    Aug 26, 2021
the Board of                                          Usage of the Raised Funds in the First Half of 2021;
Directors                                             3. Proposal on the Risk Appraisal Report of ChemChina
                                                      Finance Co., Ltd.
the 4th Meeting of
                                                      The following resolution was deliberated and adopted:
the 9th Session of
                      Sep 30, 2021         -          1. Proposal on the Arrangement for the Resignation of the Chief
the Board of
                                                       Financial Officer & Deputy Chief Executive Officer
Directors
                                                      The following resolutions were deliberated and adopted:
the 5th Meeting of                                    1. Proposal on the Q3 2021 Report;
the 9th Session of                                    2. Proposal on Credit Facilities of $100m from the Related
                      Oct 27, 2021    Oct 28, 2021
the Board of                                           Party;
Directors                                             3. Proposal on Providing Guarantees in Favor of two Wholly-
                                                       owned Subsidiaries
                                                      The following resolutions were deliberated and adopted:
                                                      1. Proposal on the 2022 Work Plan;
                                                      2. Proposal on the Signing of a Financial Service Agreement
the 6th Meeting of                                     with Sinochem Finance Co., Ltd;
the 9th Session of                                    3. Proposal on the Risk Appraisal Report of Sinochem Finance
                      Dec 22, 2021    Dec 24, 2021
the Board of                                           Co., Ltd.;
Directors                                             4. Proposal on the Contingency Plan for Deposits at Sinochem
                                                       Finance Co., Ltd;
                                                      5. Proposal on Calling for the 1st Interim Shareholders Meeting
                                                       in 2022
the 7th Meeting of
                                                      The following resolution was deliberated and adopted:
the 9th Session of
                      Dec 31, 2021    Jan 4, 2022     1. Proposal on Signing of Entrusted Operation              and
the Board of
                                                       Management Agreement on Anhui Petro & Chemical
Directors




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ADAMA Ltd.                                                                                               Annual Report 2021


2. Particulars regarding directors’ attendance to board sessions and shareholders’
general meetings

                   Details of directors’ attendance to board sessions and shareholders’ meetings

                  Sessions                                                                        Non-        Attendance to
                 required to                    Attendance by      Entrusted                 attendance in     shareholder
Name of the                       On-Site                                       Absence
               attend during                        way of          presence                person for two       meetings
  Directors                     Attendance                                         rate
               the Reporting                   communication         (times)                 consecutive
                   Period                                                                        times

Erik Fyrwald         10               --               10               --           --            No                1

Chen                                                   10               --           --            No                1
                     10               --
Lichtenstein

An Liru              10               --               10               --           --            No                1

Ge Ming              10               --               10               --           --            No                1

Xi Zhen              10               --               10               --           --            No                1

Note: As two directors are abroad, the Company’s board meetings in 2021 were all conducted by means of communication,
including video conference.


3. Particulars regarding directors’ objections

Whether directors objected to various events
□ Yes √ No
During the Reporting Period, no directors proposed any objection on relevant events of the Company.


4. Other explanations regarding the directors’ duty performance

Whether directors’ advice were adopted
√ Yes □ No
Explanation regarding advices of directors:
According to the Company Law, the Listed Corporate Governance Standards, and "Articles of Association", the directors,
in general, during the Reporting Period, focus actively over Company’s operation, and earnestly performs their duties,
render professional suggestions to the Company's information disclosure and daily management decision-making, etc.
The directors play a proper role in improving the supervision, and safeguard the legitimate rights and interests of the
Company and its shareholders. The directors especially pay attention (and paid attention - during the Reporting Period) to
the Company’s operation state, dynamic state of the industry, public opinion and dynamic state report of the Company.
They actively and effectively perform the duties of directors and well maintained overall benefits of the Company and the
legal interests of all shareholders, especially the middle and small shareholders. Their roll is required for positive, normal,
stable and healthy development of the Company.




                                                              77
ADAMA Ltd.                                                                                                Annual Report 2021


IX.   Performance of the Special Committees under the Board during the Reporting
      Period



                                                                                     Important                     Specifics
                               Number
                                                                                     Comments          Other            of
Name of the    Member of         of     Convening
                                                        Themes of Meetings              and      Performance Objection
Committees Committees Meetings            Date
                                                                                     Proposals        of Duties   Matters (if
                                Held
                                                                                       Made                            any)
                                        Mar      18, 1. Proposal on the 2020         Approved    --               --
                                        2021         Financial Report
                                                     2.    Proposal      on   the
                                                     Engagement with an Audit
                                                     Firm for the Audit of the
                                                     Financial Statements and
                                                     Internal Control of the
                                                     Company for 2021
                                                     3.    Proposal      on   the
                                                     Expected Related Party
                                                     Transactions       in    the
                                                     Ordinary       Course      of
                                                     Business in 2021
                                                     4. Proposal on the Self-
                                                     Assessment Report on the
                                                     2020 Internal Control of the
                                                     Company
                                                     5. Proposal on the 2020
                                                     Risk Appraisal Report of
                                                     ChemChina            Finance
                                                     Company
                Ge Ming                              6. Proposal on the Special
Audit         (Chairperson),                         Report on Annual Fund-
                                 6
Committee        Xi Zhen,                            raising and Actual Use of
                 An Liru                             Funds
                                        Apr      26, 1. Proposal on the Q1 2021      Approved    --               --
                                        2021         Report
                                        Aug      16, 1. Proposal on the 2021         Approved    --               --
                                        2021         Semi-Annual Report and its
                                                     Abstract
                                                     2. Proposal on the Special
                                                     Report on the Deposit and
                                                     Actual Usage of the Raised
                                                     Funds in the First Half of
                                                     2021
                                                     3. Proposal on the Risk
                                                     Appraisal       Report     of
                                                     ChemChina Finance Co.,
                                                     Ltd.
                                        Oct      25, 1. Proposal on the Q3 2021      Approved    --               --
                                        2021         Report
                                                     2. Proposal on Credit
                                                     Facilities of $100m from the
                                                     Related Party
                                        Dec      22, 1. Proposal on the Signing      Approved    --               --


                                                           78
ADAMA Ltd.                                                                                                     Annual Report 2021


                                                                                          Important                     Specifics
                                Number
                                                                                         Comments           Other            of
 Name of the    Member of         of     Convening
                                                            Themes of Meetings                and     Performance Objection
 Committees Committees Meetings               Date
                                                                                         Proposals         of Duties   Matters (if
                                 Held
                                                                                              Made                          any)
                                         2021            of a Financial Service
                                                         Agreement with Sinochem
                                                         Finance Co., Ltd.
                                                         2. Proposal on the Risk
                                                         Appraisal     Report       of
                                                         Sinochem Finance Co.,
                                                         Ltd.
                                                         3.    Proposal     on    the
                                                         Contingency      Plan     for
                                                         Deposits at Sinochem
                                                         Finance Co., Ltd.
                                         Dec         31, 1. Proposal on Signing of       Approved     --               --
                                         2021            Entrusted Operation and
                                                         Management Agreement
                                                         on Anhui Petro & Chemical
                                         Mar         21, 1.Proposal      on       the    Approved     --               --
                                         2021            Remuneration of Senior
                 Xi Zhen                                 Executives
Remuneration
              (Chairperson),             Sep         30, 1.    Proposal     on    the    Approved     --               --
and Appraisal                     2
              Ge Ming, An                2021            Arrangement       for    the
Committee
                   Liru                                  Resignation of the Chief
                                                         Financial Officer & Deputy
                                                         Chief Executive Officer
                                         Mar         18, 1.Proposal      on       the    Approved     --               --
                                         2021            Nomination      of     Non-
                                                         Independent Directors to
                  Xi Zhen                                Compose the 9th Session
Nomination     (Chairperson),                            of the Board of Directors
                                  1
Committee        Ge Ming,                                2.    Proposal     on    the
                  An Liru                                Nomination of Independent
                                                         Directors to Compose the
                                                         9th Session of the Board of
                                                         Directors
                Erik Fyrwald             --              --                              --           --               --
               (Chairperson),
                    Chen
Strategy
                Lichtenstein,     0
Committee
                   An Liru,
                  Ge Ming
                   Xi Zhen



X.     Performance of the Supervisory Committee

Has the Supervisory Committee, during the Reporting Period, found a risk in the Company within its supervisory activity
□ Yes √ No
The Supervisory Committee had no objection on the supervised events during the Reporting Period.




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ADAMA Ltd.                                                                                              Annual Report 2021


XI.      Particulars regarding Group’s employees

1. Number of employees, professional composition and educational background


The number of on-duty employees in ADAMA Ltd. (person)                                                                  751

The number of on-duty employees in main subsidiary
                                                                                                                      8,450
companies (person)

The total number of on-duty employees of the Group (person)                                                           9,201

The total number of employees of the Group who received
                                                                                                                      9,201
salaries in the period (person)

The number of retired employees for whom ADAMA Ltd. and
                                                                                                                      3,085
main subsidiary companies need to pay retirement expense.

                                               Professional Composition

                               Category                                                      Number



Production personnel                                                                                                  2,505

Sales personnel                                                                                                         342

Technicians                                                                                                             294

Financial personnel                                                                                                      92

Administrative personnel                                                                                                470

Total                                                                                                                 3,703

                                                Educational Background

                               Category                                                      Number



Doctor                                                                                                                    8

Master                                                                                                                  156

Bachelor                                                                                                                703

College                                                                                                                 766

Others                                                                                                                2,070

Total*


Note: The figures under “Professional Composition” represent those of the Company and the domestic subsidiaries held
by it and do not cover the Group’s 5,498 overseas employees.


2. Employee’s remuneration policy
The Company's remuneration policy in 2021 is the same as in 2020. It is still a salary structure that integrates post salary,
quarterly performance bonus and annual performance bonus.


                                                             80
ADAMA Ltd.                                                                                                Annual Report 2021


The Company established an online and offline assessment model. Online assessment is carried out by SF system.
Individual goals are set at the beginning of the year and are assessed at the end of the year.


3. Employee’s training plan

The Group usually conducts seminars, trainings, exercises and refresh of procedures (including with respect to increasing
safety awareness) to its various employees in its various entities, as needed and/or required under its applicable
procedures.


4. Labor outsourcing

√ Applicable □ Not applicable
Details of ADAMA Ltd. on labor sourcing are as follows.

Total number of hours of service outsourcing (hours)                                                                     745,798

Total remuneration paid for service outsourcing (RMB)                                                           24,073,771.62



X. Situations for dividend distribution and turning capital reserve into share capital Dividend distribution policies,
especially the formulation, execution or the adjustment of the cash dividend policies during the Reporting Period
√ Applicable □ Not applicable
The Company did not revise its dividend distribution policy over the Reporting Period. The 2020 Annual General Meeting
which was held on May 21, 2021 approved the dividend distribution plan for the year 2020. The Company accordingly
published an Announcement of Dividend Distribution for the Year 2020 on July 3, 2021 (announcement No.2021-30).


                                     Special explanation of the cash dividend policy
Whether conformed with the regulations of the Articles
of association or the requirements of the resolutions  Yes
of the shareholders’ meeting:
Whether the dividend standard and the proportion
                                                                Yes
were definite and clear:
Whether the relevant decision-making process and the
                                                     Yes
system were complete:
Whether the independent director acted dutifully and
                                                                Yes
exerted the proper function:
Whether the medium and small shareholders had the
chances to fully express their suggestions and
                                                                Yes
appeals, of which their legal interest had gained fully
protection:
Whether the conditions and the process met the
regulations and was transparent of the adjustment or            Not Applicable
altered of the cash dividend policy:

List of the dividend distribution proposals (preplan) of the common shares, and the proposal (preplan) of turning capital
reserve into share capital of the Company of the recent 3 years:
2019 profit distribution proposal: based on the total share capital on February 28, 2020, after obtaining the approval of
Board of Directors, the Company declared a cash dividend of RMB 0.12 (before tax) for every 10 shares to the all



                                                              81
ADAMA Ltd.                                                                                                Annual Report 2021


shareholders. No share will be distributed as share dividend, as well as no reserve will be transferred to equity capital.
2020 profit distribution proposal: based on the total share capital of 2,329,811,766 which are entitled to the dividends
as of the record day when this profit distribution proposal is implemented, after obtaining the approval of Board of Directors,
the Company declared a cash dividend of RMB 0.16 (before tax) for every 10 shares to the all shareholders. No share will
be distributed as share dividend, as well as no reserve will be transferred to equity capital.


2021 profit distribution proposal: based on the total share capital of 2,329,811,766 on February 28, 2022, after obtaining
the approval of Board of Directors, the Company plans to declare a cash dividend of RMB 0.08 (before tax) for every 10
shares to the all shareholders. No share will be distributed as share dividend, as well as no reserve will be transferred to
equity capital.
Cash dividend distribution of the common shares of the Company in the last 3 years (including the Reporting Period):
                                                                                                                   Unit: RMB

Dividend   Amount of     Net profit              The ratio of    Amount of Ratio of the Total amount              The ratio of
  year   cash dividend belonging to                the cash       the cash      cash         of cash            total amount of
          (before tax) shareholders               dividends       dividend dividend by      dividend             cash dividend
                        of the listed            accounting       by other      other      (including          (including other
                        company in               in net profit    methods     methods     other ways)                ways)
                       consolidated                  which        (such as accounting                            accounting in
                       statement of               belongs to        share   in net profit                      net profit which
                       dividend year            shareholders     buyback)       which                             belongs to
                                                 of the listed               belongs to                        shareholders of
                                                 company in                shareholders                            the listed
                                                consolidated                of the listed                         company in
                                                  statement                 company in                           consolidated
                                                                           consolidated                            statement
                                                                             statement
2021          18,638,494.13       163,313,000          11.4%           0.00        0.00% 18,638,494.13                   11.4%

2020          37,276,988.26       352,753,000         10.57% 60,399,296           17.12% 97,676,284.26                 27.69%

2019          29,358,642.98       277,041,000          10.6%           0.00        0.00% 29,358,642.98                   10.6%

The Company (including its subsidiaries) made profit in the reporting period and the profits distribution of the common
shares held by the shareholders of the Company (without subsidiaries) was positive, but it did not put forward a preplan
for cash dividend distribution of the common shares:

□ Applicable √ Not applicable

Situations for dividend distribution and turning capital reserve into share capital for the Reporting Period

√ Applicable □ Not applicable
The Company plans to distribute cash dividends for the year 2021, and does not intend to issue bonus shares or transfer
capital reserve to share capital.

  Bonus shares for every 10-share (Share)                                          Not Applicable.

  Dividends for every 10-share (RMB) (Tax included)                                0.08

  Every 10-share increased the shares’ number                                     0

  Equity base of distribution plan (Share)                                         On the basis of 2,329,811,766 shares
                                                                                   on February 28, 2022




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ADAMA Ltd.                                                                                                  Annual Report 2021


  Cash dividend (RMB) (Tax included)                                                 18,638,494.13

  Amount of the cash dividend by other methods (e.g. share buyback)                  0

  Total cash dividend (RMB) (Tax included)                                           18,638,494.13

  Distributable profits (RMB)                                                        163,313,000

  Ratio of the Cash dividend (including the amount to be distributed in              100%
  other ways) accounting in the total amount of the distributed
  dividend
                                                Cash dividends of This Time
  If the development phase of the Company was the mature period with significant funds expenditures arrangement, the
  proportion of the cash dividend should at least reach 40% of the total profit distribution.
      Detailed Description on the Pre-Plan for Profit Allocation or Turning Capital Reserve into Share Capital
  As audited by Deloitte Touche Tohmatsu Certified Public Accountants LLP, the net profit attributable to shareholders
  of the Company is RMB 163,313 thousand. As there is no transfer to statutory surplus reserve (10% of the net profit
  on a standalone basis of the Reporting Period is RMB 0), profit available for distribution for the year 2021 is RMB
  163,313 thousand.


  The proposal for profit distribution for the year 2021 is a distribution of 10% of the total profit available for distribution,
  calculated as follows with no transfer of reserves into equity:
  On the basis of 2,329,811,766 shares on February 28, 2022, the Company plans to declare a cash dividend of RMB
  0.08 (before tax) for every 10 shares to all shareholders, resulting in a total cash dividend of RMB 18,638,494.13
  (before tax). No share will be distributed as share dividend, and no reserve shall be transferred to equity capital.



XII. Stock incentive plans, ESOPs or other employee incentives

□ Applicable √ Not applicable
To the date of the report, the Company does not have stock incentive plans, ESOP or other staff incentives. It shall be
noted, that Adama Solutions currently has several long-term incentive plans according to which it has granted long-term
cash rewards to executive officers and employees. These long-term incentive plans are based either on the performance
of the Company's shares (phantom cash incentives) and/or the Company's performance.. Adama Solutions has further
adopted an incentive plan linked to the increase in the Syngenta Group EBITDA.



XIII. System Establishment and Implementation for Internal Control during the
      Reporting Period

1. System Establishment and Implementation
The Group's existing internal control system adapts to the management requirements. It also provides a reasonable basis
for the preparation of true and fair financial statements, and ensures the healthy operation of the Group's various business
activities, as well as the implementation and compliance of relevant laws and regulations and the Group's own internal
rules. With the changes in the external environment and the development of the Group's business, the Company plans to
take the following measures to further improve the internal control system:
(1)   Further improve the internal control system by strengthening the research and implementation of internal control
management and risk management. Based on the risk assessment result and the needs of the Group, adjust and improve

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ADAMA Ltd.                                                                                                       Annual Report 2021


the relevant business processes in a timely manner to establish effective internal control system which would improve work
efficiency.
(2)   Emphasizing on the importance and education of the internal control system within the Group. Providing training to
managerial personnel on the related laws and regulations regarding internal controls. This would enhance the awareness
and level of standardization of operation, which could further improve the corporate governance structure.
(3)   Regularly evaluating key controls in the business processes. Through the rectification of issues identified, the
management and operation risks would be reduced which could lead to a better operation.
(4)   Continuously improving the execution of internal controls. Constructing the internal control systems including internal
environment, risk assessment, control activities, information and communication, and internal supervision in accordance
with the requirements by the "Basic Standards for Enterprise Internal Control", in order to improve the systematization and
effectiveness of the internal control.
(5)   Strengthening the management and control of high-risk areas through effective integration with the internal control
evaluation system to ensure that the Group's major risks are under control. At the same time, the existing internal control
system is continuously reviewed and improved along with the optimization of management processes, which is to minimize
business risks and ensure the Group's sustainable, stable and healthy development.
For details, please refer to the "2021 Annual Internal Control Self-Assessment Report" published by the Company on
www.cninfo.com.cn on March 31, 2022.


2. Details of the Material deficiencies in internal control identified during the reporting period
□ Yes √ No



XIV. Management control over subsidiaries during the reporting period

 Name of                                                      Problems                              Progress in
                                          Integration                            Solutions                                Follow-up
      the        Integration Plan                             during the                            Solving the
                                           Progress                                Taken                                  Solutions
 Company                                                      Integration                            Problems
                The Company plans         The directors     Procurement of    Before       the    The information      At       present,
                   to control and          and general      information       information         system               integration work
                  manage ADAMA               manager        system            system         is   integration plan     has         been
                  Huifeng after the       nominated by      hardware          connected, data     has         been     basically
                closing through the       the Company       lagged behind,    will be imported    adjusted             completed. The
                    shareholders'          have taken       affecting   the   into         the    according to the     Company        will
                meeting, meeting of       office in time.   system            Company's           time of hardware     optimize
               the board of directors   ADAMA Huifeng       integration       system on time      procurement. At      management of
                  and the general           convened        schedule.         and as required     present,      the    ADAMA Huifeng
ADAMA
                 manager and legal      meetings of the                       through offline     alternative          according to the
Huifeng
                   representative            board of                         mode.               offline      data    actual situation.
(Jiangsu)
                  appointed by the        directors and                                           transmission
Co., Ltd
                    Company. In         shareholders as                                           can      basically
                     addition, the      needed deciding                                           meet          the
                 Company plans to          on relevant                                            demand.
                carry out integration      matters. The
                 plan from financial        corporate
                     information           governance
                 uploading, sorting         structure,
                 out organizational       management
                    structure and        team, reporting


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ADAMA Ltd.                                                                                                 Annual Report 2021


 Name of                                                   Problems                          Progress in
                                       Integration                            Solutions                         Follow-up
    the        Integration Plan                            during the                        Solving the
                                        Progress                               Taken                            Solutions
Company                                                    Integration                        Problems
               authorization, and   and authority
              strengthening safety division with the
               and environmental    Company are
                 protection., etc.    completed.




XV. Self-assessment Report or Audit Report on Internal Control

    1. Self-assessment report on internal control


Date of disclosure of self-assessment
                                                  March 31, 2021
report on internal control
Reference website of self-assessment
                                                  www.cninfo.com.cn
report on internal control
Rate of total Assets of Units within the
Assessment Scope Compared to Total
                                                  69.25%
Assets in the Consolidated Statements of
the Company
Rate of total Operating Income of Units
within the Assessment Scope Compared
                                                  68.54%
to Total Operating Income in the
Consolidated Statements of the Company
                                                     Criteria of Deficiency
                                                                               Internal control not related to financial
   Categories          Internal control over financial reporting
                                                                                               reporting
                   Material Deficiency: Resulting in an adverse           Material Deficiency:
                   opinion or disclaimer of opinion, by a CPA, on the     1) Fraud committed in the Company by any of its
                   Company’s financial statements; or resulting in a     directors, supervisors and senior management
                   material correction of the Company’s publicly         personnel;
                   announced financial statements.                        2) The Company materially violates material laws
                   Significant Deficiency: Resulting in a qualified       and regulations, resulting in a material effect on
                   opinion, by a CPA, on the Company’s financial         the Company's business;
                   statements; or resulting in an adverse opinion or      3) Material design deficiencies in the Company's
                   disclaimer of opinion, by a CPA, on the Company’s relevant management system;
Qualitative
                   material subsidiaries’ (i.e. Solutions) financial     4) The Company materially violates the decision-
criteria
                   statements; or resulting in a significant correction   making process thereby causing a material
                   of the Company’s material subsidiaries’ (i.e.        negative impact on the Company's business
                   Solutions) publicly announced financial                (generally related to matters that need to be
                   statements. In addition, where no internal control     approved by the shareholders meeting or the
                   or no relevant compensation control is established board of directors).
                   or implemented for the accounting treatment for        5) Material impact to the Company’s reputation.
                   unusual or special transactions.                       Significant Deficiency:
                   General Deficiency: Resulting in an unqualified        1) Significant fraud committed by any department
                   opinion, with an explanatory paragraph, by a CPA, head of the Company;


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ADAMA Ltd.                                                                                           Annual Report 2021


               on the Company’s financial statements; or           2) Significant fraud committed by a head of any of
               resulting in a qualified opinion, or unqualified     the Company’s material subsidiaries;
               opinion with an explanatory paragraph, by a CPA, 3) The Company violates significant laws and
               on the Company’s subsidiaries’ financial           regulations, resulting in significant fines as well as
               statements.                                          a significant effect on the Company's business;
                                                                    4) Significant design deficiencies found in the
                                                                    Company's relevant management system;
                                                                    Material design deficiencies are found in the
                                                                    relevant management systems of subsidiaries;
                                                                    5) The Company violates material decision-
                                                                    making procedures, resulting in a significant effect
                                                                    on the Company's business (generally referred to
                                                                    matters subject to senior management's
                                                                    decision);
                                                                    6) Material Subsidiaries violate decision-making
                                                                    process, thereby causing a material negative
                                                                    impact on the Company's business (generally
                                                                    referred to matters that need to be decided by the
                                                                    shareholders’ meeting or the board of directors).
                                                                    7) Significant impact to the Company’s reputation.
                                                                    General Deficiency:
                                                                    1) Fraud committed by any other personnel in the
                                                                    Company;
                                                                    2) Fraud committed by any other personnel in
                                                                    material subsidiaries;
                                                                    3) The Company materially violates material
                                                                    internal regulations or non-materially violates
                                                                    material laws and regulations, resulting in
                                                                    negative feedback from regulatory authorities;
                                                                    4) There are other violations of laws and
                                                                    regulations or internal regulations found in
                                                                    material subsidiaries.
                                                                    5) There are general design deficiencies in the
                                                                    relevant management system of the Company;
                                                                    other design deficiencies exist in the relevant
                                                                    management system of the material subsidiaries;
                                                                    6) The Company violates the decision-making
                                                                    process, resulting in a negative impact on the
                                                                    Company's business;
                                                                    7) Material Subsidiaries violate decision-making
                                                                    process, resulting in a negative impact on the
                                                                    Company's business.
               Material Deficiency:                                 Material Deficiency: Asset Loss ≥ RMB 150
               The misstatement in financial report relates to an   million
               amount that is greater than or equal to RMB 100      Significant Deficiency: RMB 80 million ≤ Asset
Quantitative
               million.                                             Loss < 150 million RMB
criteria
               Significant Deficiency:                              General Deficiency: Asset Loss < 80 million
               The misstatement in financial report relates to an   RMB
               amount that is greater than or equal to RMB 50


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ADAMA Ltd.                                                                                           Annual Report 2021


                    million, but less than RMB 100 million.
                    General Deficiency: Resulting in other
                    misstatement related amounts.
Number of
material
deficiencies in
                    0
internal control
over financial
reporting
Number of
material
deficiencies in
internal control 0
not related to
financial
reporting
Number of
significant
deficiencies in
                    1
internal control
over financial
reporting
Number of
significant
deficiencies in
internal control 0
not related to
financial
reporting


    2.      Audit report on internal control


√ Applicable □ Not applicable
                            Audit opinion paragraph in the internal control audit report
 Disclosure of internal control
                                  Disclose
 audit report
 Date of disclosure of internal
                                  March 31, 2021
 control audit report
 Reference website of internal
                                  www.cninfo.com.cn
 control audit report
 Type of audit opinion in the
                                  Unqualified opinion.
internal control audit report
 Is there any material
 deficiencies in internal control
                                  No.
 not related to financial
 reporting
Does the accounting firm issue non-standard audit opinion on internal control?
□ Yes √ No
Is the opinion issued by accounting firm consistent with the opinion in the self-assessment report by the Board?
√ Yes □ No


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ADAMA Ltd.                                                                                          Annual Report 2021


XVI. Rectification of Problems Identified during the Self-examination Action
     Dedicated for Corporate Governance of Listed Companies

In January 2021, Hubei Regulatory Bureau of CSRC issued the Notice on Special Actions of Corporate Governance of
Listed Companies under its Jurisdiction. The Company attached great importance to this self-inspection and carried out
relevant work.
Through self-inspection, the Company identified following areas that it needs to further improve and strengthen the level
of corporate governance:
   Update relevant policies and procedures of corporate governance and internal control according to latest laws,
   regulations and regulatory requirements and in combination with the actual situation of the Company;
   Further strengthen training of the Company's directors, supervisors and senior management of relevant laws and
   regulations, and further standardize their work and raise self-discipline awareness;
   New Board of Directors and Board of Supervisors were not elected when the 8 th Board of Directors and Board of
   Supervisors expired.
The Company carried out the following rectification measures:
   On April 28, 2021, the Company held the 33rd meeting of the 8th Board of Directors approving the proposal on the
   election of the board of directors and the nomination of non-independent directors and independent directors, as well
   as the proposal on the Chairman of the 9th Board of Directors and members of the special committee of the Board.
   The 17th meeting of the 8th Board of Supervisors approved the proposal on the election of the Board of Supervisors
   and the nomination of non-employee representative supervisors. On May 21, 2021, the 2020 annual general meeting
   of shareholders was held approving the above proposals and elected the 9 th Board of Directors and Board of
   Supervisors of the company.
   The 9th meeting of the 9th Board of Directors was held on March 29, 2022, approving the update of the Management
   Policy of Related-Party Transactions, the Management Policy of Registration of Insiders Information and the
   Management Policy of Information Disclosure.
   The Company actively organized the directors, supervisors and senior management participate in the relevant trainings
   organized by the dispatched organs of CSRC and Shenzhen Stock Exchange. It regularly compiled training material
   and latest development of China's capital market laws, regulations and hot events into Chinese and English regulatory
   reports, which are sent to directors, supervisors and senior management, to enhance timely study and in-depth
   implementation of China's policies by foreign directors and senior managers.




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ADAMA Ltd.                                                                                         Annual Report 2021




                                     Section V - Environment and Social Responsibilities
I.     Major Environmental Protection Issues

Is the Company listed as key polluting entities by environmental protection agencies?
√ Yes □ No
          Main              Number                                                                                             Total amount
                                    Layout of                                                                                               Total amount
Company pollutants Way of      of                                                                                                emitted/                  Exceeding
                                    emission Concentration                              Pollution standards applied                          Approved
 name and special emission emission                                                                                             Discharged                   limit
                                     points                                                                                                    (ton)
        pollutants           points                                                                                               (ton)
                                                                            (1) for the old site: Comprehensive Standard on
                                                            Old site:           Discharge of Waste Water (GB8978-2002) ,
                                                Centralized
                                                            30.57mg/L           COD<100mg/L;
               COD        Continuous 2          discharge                                                                    94.534        173.2104        No
                                                            New site:       (2) for the new site: Discharge Standards for
                                                point
                                                            18.99mg/L           Pollutants from Urban Sewage Treatment Plant
                                                                                (GB 18918 – 2002), COD <50mg/L
                                                                            (1) for the old site: Comprehensive Standard on
                                                            Old site:           Discharge of Waste Water (GB8978-2002),
                                                Centralized
               Ammonia                                      0.97mg/L            ammonia nitrogen<15mg/L;
                          Continuous 2          discharge                                                                    9.941         17.321          No
               nitrogen                                     New site:       (2) for the new site: Discharge Standards for
                                                point
                                                            2.07mg/L            Pollutants from Urban Sewage Treatment Plant
                                                                                (GB 18918 – 2002), ammonia nitrogen<8mg/L;
ADAMA
                                                            Old site:
Ltd.           Total                            Centralized                for the old site & new site: Discharge Standards for
                                                            0.28mg/L
               Phosphorou Continuous 2          Discharge                  Pollutants from Urban Sewage Treatment Plant (GB 1.267          1.722           No
                                                            New site: 0.59
               s                                Point                      18918 – 2002), total phosphorous <0.5mg/L
                                                            mg/L
                                                                           (1) Power plant: Standard on Ultra-Low Pollutant
                                                            Power plant:
                                                                                Emission, NOx <50mg/m3
                                                Power       20.1mg/m3
                                                                           (2) Incinerator of hazardous waste: Standard on
                                                plant,      Incinerator of
                                                                                Pollution Control of Hazardous Waste
                                                incinerator hazardous
               NOx        Continuous 3                                          Incineration (GB18484-2020), Table 3, NOx       32.856     260.27          No
                                                of          waste: 51.40
                                                                                <300 mg/m3
                                                hazardous mg/m3
                                                                           (3) RTO: Standard on Air Pollutants of Agro-
                                                waste, RTO RTO: 5.65
                                                                                chemical Manufacturing Industry (GB 39727—
                                                            mg/m3               2020), Table 1 and 2, NOx <200 mg/m3
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ADAMA Ltd.                                                                                Annual Report 2021
          Main              Number                                                                                     Total amount
                                    Layout of                                                                                       Total amount
Company pollutants Way of      of                                                                                        emitted/                  Exceeding
                                    emission Concentration                    Pollution standards applied                            Approved
 name and special emission emission                                                                                     Discharged                   limit
                                     points                                                                                            (ton)
        pollutants           points                                                                                       (ton)
                                                  Power plant:     (1) Power plant: Standard on Low Pollutant
                                    Power         2.9 mg/m3        Emission, SO2 <35mg/m3
                                    plant,                         (2) Incinerator of hazardous waste: Standard on
                                                  Incinerator of
                                    incinerator                    Pollution Control of Hazardous Waste Incineration
         SO2        Continuous 3                  hazardous                                                            5.365       116.48          No
                                    of                             (GB18484-2020), Table 3, SO2 <100 mg/m3
                                                  waste: 7.66
                                    hazardous                      (3) RTO: Standard on Air Pollutants of Agro-
                                                  mg/m3
                                    waste, RTO                     chemical Manufacturing Industry (GB 39727—
                                                  RTO: 5.06
                                                                   2020), Table 1 and 2, SO2 <200 mg/m3
                                                  mg/m3
                                                  Power plant:     (1) Power plant: Standard on Low Pollutant
                                    Power         0.6 mg/m3        Emission, fume and dust<10mg/m3
                                    plant,                         (2) Incinerator of hazardous waste: Standard on
                                                  Incinerator of
         Fume and                   incinerator                    Pollution Control of Hazardous Waste Incineration
                    Continuous 3                  hazardous                                                          0.671         44.8824         No
         dust                       of                             (GB18484-2020), Table 3, fume and dust<30 mg/m3
                                                  waste: 2.38
                                    hazardous                      (3) RTO: Standard on Air Pollutants of Agro-
                                                  mg/m3
                                    waste, RTO                     chemical Manufacturing Industry (GB 39727—
                                                  RTO: 13.67
                                                                   2020), Table 1 and 2, fume and dust<30 mg/m3
                                                  mg/m3
                                                                   Standard on Air Pollutants of Agro-chemical
                                                  RTO: 7.44
         VOCs       Continuous 1    RTO                            Manufacturing Industry (GB 39727—2020), Table 1    0.0636      6.941t/a        No
                                                  mg/m3
                                                                   and 2, VOCs<100 mg/m3
                                    Centralized
                                                                   Comprehensive Standard on Discharge of Waste
         COD        Continuous 3    Discharge 79.67 mg/L                                                               190.99      311.202         No
                                                                   Water (GB8978-1996),COD<500mg/L
                                    Point
                                    Centralized                    Water Quality Standard for Sewage Discharged into
         Ammonia
                    Continuous 3    Discharge 2.32 mg/L            Urban Sewerage(GBT 31962-2015), Ammonia         1.49          31.617          No
         Nitrogen
                                    Point                          Nitrogen <45mg/L
Anpon                                                              For Anpon: Water Quality Standard for Sewage
         Total                      Centralized                    Discharged into Urban Sewerage (GBT 31962-
         Phosphorou Continuous 3    Discharge 0.99 mg/L            2015), total phosphorous <8mg/L;                 1.032         20.442          No
         s                          Point                          For branch Maidao: Agreement on Waste Water
                                                                   Discharge, total phosphorous <3mg/L;
                                    Power                          Standard on Air Pollution of Power Plant                                        No. Power
         NOx        Continuous 1                  /                                                                  /             447.366
                                    Plant                          (GB13223-2011)NOx <100mg/m3                                                   plant was

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ADAMA Ltd.                                                                               Annual Report 2021
          Main              Number                                                                                     Total amount
                                    Layout of                                                                                       Total amount
Company pollutants Way of      of                                                                                        emitted/                  Exceeding
                                    emission Concentration                   Pollution standards applied                             Approved
 name and special emission emission                                                                                     Discharged                   limit
                                     points                                                                                            (ton)
        pollutants           points                                                                                       (ton)
                                                                                                                                                   stopped.
                                                                                                                                                   No. Power
                                     Power                        Standard on Air Pollution of Power Plant
          SO2        Continuous 1                  /                                                               /               447.366         plant was
                                     Plant                        (GB13223-2011)SO2<50mg/m3
                                                                                                                                                   stopped.
                                                                                                                                                   No. Power
          Fume and                   Power                        Standard on Air Pollution of Power Plant
                     Continuous 1                  /                                                               /               67.105          plant was
          Dust                       Plant                        (GB13223-2011)Fume and Dust<20mg/m3
                                                                                                                                                   stopped.
                                                   Maidao: 3.86
                                     Anpon:18,     mg/m3          Standard on VOCs Emission of Chemical Industry
          VOCs       Continuous 22                                                                                 2.56            84.678
                                     Maidao:4      Anpon: 26.23   (DB 32/3151-2016)
                                                   mg/m3
                                     Centralized
          COD        Continuous 1    Discharge     176.1063mg/l   Standard of Industry Park                        115.165         247.6378        No
                                     Point
                                     Centralized
          Ammonia
                     Continuous 1    Discharge     2.006mg/l      Standard of Industry Park                        1.3798          19.3783         No
          Nitrogen
                                     Point
          Total                      Centralized
          Phosphorou Continuous 1    Discharge     0.5997mg/l     Standard of Industry Park                        0.4169          0.9285          No
          s                          Point
                                     Centralized
Huifeng   Total
                     Continuous 1    Discharge     26.9804mg/l    Standard of Industry Park                        17.0209         46.77204        No
          Nitrogen
                                     Point
                                     RTO,                         Standard on Air Pollutants of Agro-chemical
          NOx        Continuous 10                 16.8813mg/m                                                     19.8814         147.7072        No
                                     plants                       Manufacturing Industry (GB 39727—2020)
                                     RTO,                         Standard on Air Pollutants of Agro-chemical
          SO2        Continuous 10                 5.9869mg/m                                                      6.4714          47.1958         No
                                     plants                       Manufacturing Industry (GB 39727—2020)
          Fume and                   RTO,                         Standard on Air Pollutants of Agro-chemical
                     Continuous 10                 9.7608mg/m                                                      10.966          22.7146         No
          Dust                       plants                       Manufacturing Industry (GB 39727—2020)
                                     RTO,                         Standard on Air Pollutants of Agro-chemical
          NMHC       Continuous 10                 9.9983mg/m                                                      13.3653         62.92994        No
                                     plants                       Manufacturing Industry (GB 39727—2020)




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ADAMA Ltd                                                                                              Annual Report 2021


1.       Development and Operation of Environmental Facilities
         (1)   Development and Operation of Waste Water Facilities
The Company has a 20,000 tons/ D wastewater treatment station, adopting the process of "two-layer A / O + MBR + ozone
synergistic oxidation + MBBR + calcium removal of phosphorus". The wastewater treatment facilities are running normally.
After treatment, the COD, ammonia nitrogen and total phosphorus in the discharged wastewater are within the limit.
ADAMA Anpon, the subsidiary of the Company, has a 11,000 tons/ D wastewater treatment station. As all its facilities are
operating well, COD, ammonia nitrogen, and total phosphorous discharged after the treatment are within the limit.
ADAMA Hufieng, the subsidiary of the Company has a 5000 tons/D wastewater treatment station. As all its facilities are
operating well, COD, ammonia nitrogen, total nitrogen and total phosphorous discharged after the treatment are within the
limit.
         (2)   Development and Operation of Waste Gas Facilities
The Company's coal-fired thermal power plant was carried out ultra-low emission transformation. After the transformation,
the environmental protection facilities of the power plant operate normally. Sulfur dioxide, nitrogen oxides and dust in flue
gas all meet the ultra-low emission standards.
The incinerator of hazardous waste of the Company adopt the process of "SNCR + semi dry (quench) deacidification +
activated carbon injection + bag dust removal + SCR" for the tail gas. Sulfur dioxide, nitrogen oxides and fume and dust in
tail gas all meet the standard.
The RTO of the Company adopts treatment process of VOCs using "acid washing and absorption + alkali washing and
absorption + three-chamber RTO incineration + quench tower + alkali absorption”. Sulfur dioxide, nitrogen oxide, fume and
dust, and VOCs in the tail gas all meet the standard.
ADAMA Anpon, the subsidiary of the Company, is equipped with RTO, TO, resin adsorption and other tail gas treatment
facilities. Under the condition of meeting the emission standard, operation management is strengthened to further reduce
the total VOCs emission.
ADAMA Huifeng, the subsidiary of the Company, has RTO, alkali washing facilities and acid washing facilities, which are
respectively used to treat process waste gas containing volatile organic compounds, acid washing waste gas and alkali
washing waste gas. The main emission indicators of waste gas, such as sulfur dioxide, nitrogen oxides, fume and dust,
and NMHC in tail gas all meet the standard.
         (3)   The Company and its subsdiaries, ADAMA Anpon and ADAMA Huifeng disclose production and pollution
information according the Interim Measures on Environmental Information Disclosure and transfer information of main
wastewater and air pollutants to the information platform of the local environmental bureaus on a daily basis.


2.       EIA of construction projects and other environmental administrative permits
During the reporting period, the Company obtained “Review Opinions on the Reconstruction and Expansion of Waste
Water Discharge at the Estuary ”, “Approval of Amendment to Environmental Impact Report of the Insecticide Relocation
and Upgrading Project” and “Reply to the Environmental Impact Report of Salt Well Survey and Drilling Project”. It also
renewed its waste discharge permit which is now valid.
ADAMA Anpon, the subsidiary of the Company, received “Reply to the Environmental Impact Report of Expansion of
Utilities and Auxiliary Facilities” and “Reply on the Environmental Impact Report of the Relocation and Upgrading of 1000
t/a Pymetrozine (converted into 100%)”. Its Maidao branch changed its waste discharge permit which is now valid.
ADAMA Huifeng, the subsidiary of the Company, received approvals of Yancheng Ecological Environment Bureau on
upgrading of Flutriafol AI, Epoxiconazole AI, Glufosinate AI and 2,4-D isooctyl ester AI. It also renewed its waste discharge
permit.




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ADAMA Ltd                                                                                               Annual Report 2021


3.   Contingency Plan of Environmental Accidents
The Company and its relevant subsidiaries have formulated the Contingency Plan for Environmental Emergencies
according to their production facilities and industry features, and then submitted files to the local environmental protection
authorities as record.


4.   Environment self-monitoring plan
ADAMA attributes great importance to protecting the environment, out of a sense of responsibility to society and the
environment and strives to meet the relevant regulatory requirements and to even go beyond mere compliance, engaging
in constant dialogue with stakeholders, including the authorities and the community.
In order to improve the environmental management, track the discharge of various pollutants, evaluate the impact on the
surrounding environment, strengthen the discharge management of pollutants in the production process, accept the
supervision and inspection of environmental authorities and provide reference for pollution prevention and control, the
company and its subsidiaries Anpon and Huifeng have formulated a self-monitoring plan, which conducts regular tests in
strict accordance with the requirements.
The major monitored indicators and frequency are as the following:
1.   Monitored Indicators
Waste water: COD, NH3-N, PH, SS, Petroleum, TP.
Air Pollutant: SO2, Nitrogen oxide, Fume and Dust, Non Methane Hydrocarbon
Noise: Noise at the Site Border
2.   Frequency
Fume and dust and NMHC in boiler emission, SO2, NOx, fume and dust of RTO, and wastewater discharged from the
centralized point (COD, Ammonia Nitrogen and total phosphorous): continuous auto monitoring
Manual sampling: particles from certain air emissions, suspended particles from wastewater and Petroleum once a month.
Noise: once a quarter.


ADAMA continually examines the implications of the environmental laws, taking actions to prevent or mitigate the
environmental risks and to reduce the environmental effects that may result from its activities, and invests extensive
resources to fulfill those legal provisions that are, and are anticipated to, affect it. ADAMA’s plants are subject to
atmospheric emissions regulations, whether by virtue of the stipulations provided in the business licenses or under the
applicable law. Hazardous materials are stored and utilized in the Company's plants, together with infrastructures and
facilities containing fuels and hazardous materials. ADAMA takes actions to prevent soil and water pollution by these
materials and treats them, if revealed. ADAMA’s plants conduct various soil surveys, risk surveys and tests with regard to
treatment of the soil or ground water at the plants.
ADAMA intends to continue investing in environmental protection, to the extent required and beyond this, whether on its
own volition or in compliance with contractual commitments, regulatory or legal standards relating to environmental
protection, so as to realize its best available policy and comply with any legal requirements.
As part of its policy of ecological process improvement, ADAMA also invests in remediation, changes in production
processes, establishment of sewage facilities, as well as in byproduct storage and recycling.




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ADAMA Ltd                                                                                                Annual Report 2021


5.       Administrative punishment for environmental problems during the reporting period



                                                                                        Impact on the
      Name of the
                          Reasons of                                                   Production and       Rectification
      Company or                                Violations          Penalty Results
                         Punishment                                                    Business of the       Measures
      Subsidiaries
                                                                                       Listed Company
ADAMA (Nanjing)                                                  Shall          rectify No impact        Changed activated
                       Failed to change Activated carbon
Agricultural                                                     immediately      and                    carbon a
                       activated carbon      has been used
Technology Co.,                                                  pay a fine of 20,000
                       on time and in full over its service life
Ltd.                                                             RMB


6.       Other environmental information that should be disclosed
None


7.       Measures taken to reduce its carbon emissions during the reporting period and their effects
√ Applicable □ Not applicable
During the reporting period, the Company established the working group on energy conservation and carbon reduction,
formulated the indicators of energy conservation and carbon reduction in the future, completed carbon emission verification
and compliance, and carried out a number of energy conservation and emission reduction work, such as recovering the
waste heat of hydrogen brine by adding heat exchangers, saving steam consumption, and reasonably allocating resources
through the combined transformation of utilities (refrigeration station and compressed air station), reducing energy
consumption and maintaining facilities, changing the model of water pumps and motors, adding frequency converter make
water pump motors better match the actual demand, optimizing the design of chlor-alkali brine process pipeline to reduce
energy consumption and CO2 emission, etc.


8.       Other environmental related information
None

II.       Social Responsibilities

ADAMA is being engaged in more than 10-year journey of an ongoing commitment to accountability and transparency
regarding its operations and business. During 2021, ADAMA published its first ESG report following 10 years of reporting
CSR reports using a dedicated website, reflecting its activities and improvements that are the outcome of at least 10-year
investment. The website and the ESG report provide meaningful insights into the challenges and opportunities it faces in
becoming not only a global supplier of crop protection products, solutions, and services, but one that aims to bolster food
security in a world where populations are rising, resources are dwindling, and energy demands are increasing.
The website is also an opportunity for ADAMA group to engage with, and enter into, a dialogue with its employees and
stakeholders. ADAMA is committed in its efforts to further increase transparency broadening its disclosures and continuing
working closely with all relevant stakeholders on reporting ESG performance.
With the aid of the designated website, the Company shares how it integrates sustainability into its business and operations
to create long-term value for all the Company’s stakeholders: customers, people, communities, shareholders, and society
at large. In this respect, the Company is periodically updating the Sustainability Report presented on its website. The
Sustainability Reports issued are in accordance with the Global Reporting Initiative (GRI) SRS framework at the “Core”
level.


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ADAMA Ltd                                                                                                 Annual Report 2021


The Company and its production subsidiaries have passed the review of safety standardization enterprises (hazardous
chemicals). The Company integrates safety standardization with HSE system and operates effectively. It optimized the
management structure, earnestly implemented the mechanism of one post with two responsibilities and revised the safe
production accountability policy according to the structure and the functions of each department. It enhanced safe
production management organization and network, designated full-time safety personnel, adjusted the composition of
safety standardization working group according to its actual operation, and clarified the responsibilities and division of labor.
During the reporting period, the Company improved safe production process from the perspectives of resources and budget,
equipment and processes and safety management. In terms of the process, measures such as using low-risk chemicals
to replace high-risk chemicals, continuous reaction to replace batch reaction, reducing process temperature and pressure,
etc. are taken to improve intrinsic safety. In terms of engineering, the Company has continuously improved automation,
and equipped production with effective safety measures such as automatic control, alarm, interlocking, safety instrument
system and emergency pressure relief devices. In terms of management, the Company has continued to focus on core
elements such as process hazard analysis, change management, safety inspection before start-up and mechanical integrity,
significantly improving process safety. At the same time, the Company attaches importance to strengthening safety
investment in safety facilities, equipment maintenance and testing, daily monitoring and evaluation, training, promotion and
application of new technologies, etc. In terms of safe production education and training, the Company focuses on learning
and implementing the safe production law, defines the requirements of "Safe Production Responsibilities for All", and
organized nearly 900 safety education and training sessions. During the reporting period, production sites altogether
received various inspections from governments and companies at higher levels for 81 times, and basically completed the
rectification according to the inspection results.

III.   Enhancement of the results of poverty alleviation and rural revitalization

In terms of consolidating and expanding the achievements of poverty alleviation and rural revitalization, in order to deeply
implement the decisions and deployment of poverty alleviation by central, provincial and municipal governments, and
vigorously implement targeted poverty alleviation, targeted poverty alleviation and "sunshine poverty alleviation", the
Company’s Jingzhou site actively responded to the call of Hubei Federation of Trade Unions and Jingzhou Federation of
Trade Unions and purchased 154,000 yuan of poverty alleviation materials from local agricultural produce points
designated by Jingzhou City. Anpon, a wholly-owned subsidiary of the Company, established poverty alleviation leading
team headed by the Secretary of the Party Committee and coordinated by the chairman of the trade union. The vice
chairman of the trade union participated in the county and district assistance team of the municipal party committee.
According to the work plan of the municipal party committee and the municipal government, Anpon was designated to help
Shidang village, Boli Town of Huai'an, a village with weak economy in the province, and actively explored ways and
methods of poverty alleviation to ensure that the poverty alleviation work is implemented. According to the characteristics
of the subsidiary’s production, Anpon sent crop protection products to the village. According to its agreement with the
assisted village and local crops, Anpon sent a batch of crop protection products to local farmers. Anpon provided 160,000
yuan of special poverty alleviation assistance fund for the village to build the villagers' service center and party member
activity center. Anpon actively participated in the project review and fund allocation and use, so as to ensure the smooth
implementation of the project. At the same time, Anpon also actively participated in activities organized by ChemChina to
Gulang in Gansu province and Pingshan in Hebei province.




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ADAMA Ltd                                                                                               Annual Report 2021




                                                             Section VI - Significant Events
I.        Performance of commitments

1. Commitments completed by the Company, the shareholders, the actual controllers, the purchasers, or the other related parties during the Reporting
Period and those hadn’t been completed execution up to the period-end

√ Applicable □ Not applicable

                                                                                                                         Time of
                            Commitment       Commitment                                                                                  Period of
      Commitment                                                                   Contents                              making                              Fulfillment
                              maker             type                                                                                    commitment
                                                                                                                       commitment
     Commitment on      -                -                   -                                                     -                -                  -
      share reform
                                                             1. The business of ChemChina’s subsidiaries -                         Regarding          Regarding
                                                             Jiangsu Anpon Electrochemical Co., Ltd., Anhui                         commitment 1,      Commitment 1,
                                                             Petroleum Chemical Group Co., Ltd., Shangdong                          September 6,       completed.
                                                             Dacheng Agrochemical Co., Ltd., Jiamusi Heilong                        2020               The committed party
                                                             Agrochemicals Co., Ltd., and Hunan Haohua                              (According to      complies with the
                                                             Chemical Co., Ltd. and its subsidiary are the same                     the                commitments:(1)
     Commitment in
                                                             or similar business as the main business of                            commitments        ChemChina had
     the acquisition                     Commitments
                                                             ADAMA. As for horizontal domestic competition,        September 7,     made by            transferred its shares
      report or the                      on the horizontal
                                                             ChemChina committed to gradually eliminate such       2013             ChemChina on       in Anpon to ADAMA;
     report on equity   ChemChina        competition
                                                             kind of horizontal competition in the future and to                    October 12,        (2) ChemChina had
        changes
                                                             fight for the internal assets reconstruction, to                       2016, the date     transferred its shares
                                                             adjust the industrial plan and business structure,                     to eliminate the   in Jiamusi Heilong to a
                                                             to transform technology and to upgrade products,                       domestic           third party, such that.
                                                             to divide the market so as to make each                                horizontal         Jiangmusi Heilong is
                                                             corporation differ in the products and its ultimate                    competition        no longer a subsidiary
                                                             users according to the securities laws and                             between the        of ChemChina; (3)

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ADAMA Ltd                                                                                 Annual Report 2021
                                                                                                         Time of
               Commitment    Commitment                                                                                   Period of
  Commitment                                                       Contents                              making                                 Fulfillment
                  maker          type                                                                                   commitment
                                                                                                      commitment
                                              regulations and industry policy within 7 years, thus                     Company and        Shangdong Dacheng
                                              to eliminate the current domestic horizontal                             Jiangsu Anpon      is not a subsidiary of
                                              competition between ChemChina’s controlled                              Electrochemical    CNAC and doesn’t
                                              subsidiaries and ADAMA.                                                  Co., Ltd., Anhui   carry out agrochemical
                                              2. Other than the existing and potential horizontal                      Petroleum          business; (4)
                                              competition stated in the acquisition report,                            Chemical           ChemChina is not the
                                              ChemChina will take effective measures to avoid                          Group Co.,         actual controller of
                                              engagements by itself and its controlled                                 Ltd., and          Haohua; (5) CNAC,
                                              subsidiaries in new business that is in the same or                      Jiamusi Heilong    the wholly-owned
                                              similar business to ADAMA, within the territory in                       Agrochemicals      subsidiary of
                                              future. 3. If ChemChina or its controlled                                Co., Ltd., is      ChemChina, signed an
                                              subsidiaries domestically conduct related business                       January 4,         Entrusted Operation
                                              which form horizontal competition with ADAMA,                            2022).             and Management
                                              in the future, ChemChina will actively take steps,                       Regarding          Agreement with the
                                              to gradually eliminate the competition, the                              commitments 2      Company, and
                                              concrete measures including but not limited to                           and 3, long        entrusted the
                                              internal assets reorganization, (including putting                       term.              operation and
                                              the business into ADAMA or operated through                                                 management of Anhui
                                              ADAMA) to adjust the industrial plan and business                                           Petrochemical Co.,
                                              structure, to modify technology and to upgrade                                              Ltd.to the Company.
                                              products, to segment the market so as to
                                              distinguish each corporation in terms of products                                           Regarding
                                              and its end users, thus to avoid and eliminate                                              commitments 2 and 3,
                                              domestic horizontal competition between                                                     On-going.
                                              ChemChina’s controlled subsidiaries and ADAMA.                                             The committed party
                                                                                                                                          complies with the
                                                                                                                                          commitments.
                            Commitments       ChemChina will comply with laws, regulations and       September 7,                         On-going.
               ChemChina    on the            other regulatory documents to avoid and reduce         2013 and          Long term          The committed party
                            independence of   related-party transactions with ADAMA. However,        January 7, 2020                      complies with the

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ADAMA Ltd                                                                               Annual Report 2021
                                                                                                        Time of
               Commitment    Commitment                                                                                  Period of
  Commitment                                                      Contents                              making                            Fulfillment
                  maker           type                                                                                  commitment
                                                                                                      commitment
                            ADAMA and        for related-party transactions that are inevitable or                                   commitments.
                            related- party   based on reasonable grounds, ChemChina will
                            transactions     follow the market principles of just, fairness and
                                             openness, and enter into agreement(s) legally and
                                             go through lawful procedures. ChemChina will
                                             honor its disclosure obligations and apply for
                                             relevant approvals according to the AoA of
                                             ADAMA, rules regarding related-party transactions
                                             and relevant regulations, not impairing the lawful
                                             rights and interest of ADAMA and its shareholders
                                             by related-party transactions.
                                             After completion of the acquisition transaction,
                                             ADAMA will continue to keep complete
                                             procurement, production and sales systems and to
                                             possess independent intellectual properties.
                                             ChemChina and its affiliated parties will be
                                             completely independent from ADAMA in terms of
                                             staff, assets, finance, business and organization.
                                             ADAMA will have full capacity of operation in
                                             Chinese agricultural chemical market. ChemChina
                                             will continue to follow the Company Law and
                                             Securities Law so as to avoid any action that may
                                             impair the operating independence of ADAMA.
                                             ChemChina will keep taking appropriate measures         January 7, 2020   January 4,    Completed.
                                             to resolve the same issue between ADAMA and                               2022          The committed party
                            Commitments      Anhui Petrochemical Co., Ltd. within four years                                         complies with the
               ChemChina    on horizontal    after ADAMA buys 100% shares of ADAMA                                                   commitments. CNAC,
                            competition      Solutions through the issuance of shares to CNAC                                        the wholly-owned
                                             and finishes the raising of supporting finance in                                       subsidiary of
                                             accordance with the original commitments as well                                        ChemChina, signed an

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ADAMA Ltd                                                                            Annual Report 2021
                                                                                                    Time of
               Commitment   Commitment                                                                              Period of
  Commitment                                                   Contents                             making                            Fulfillment
                 maker         type                                                                                commitment
                                                                                                 commitment
                                         as various the requirements of securities laws and                                     Entrusted Operation
                                         regulations and industry policies.                                                     and Management
                                                                                                                                Agreement with the
                                                                                                                                Company, and
                                                                                                                                entrusted the
                                                                                                                                operation and
                                                                                                                                management of Anhui
                                                                                                                                Petrochemical Co.,
                                                                                                                                Ltd. to the Company.


                                                                                                                                Note: On January 4,
                                                                                                                                2018, ADAMA
                                                                                                                                completed the
                                                                                                                                purchase of the shares
                                                                                                                                of ADAMA Agricultural
                                                                                                                                Solutions Ltd. and the
                                                                                                                                raising of supporting
                                                                                                                                finance.


                                         Based on a preliminary review, ChemChina
                                         believes that Syngenta A.G. and ADAMA may
                                         have horizontal competition to some extent. It will
                                         further analyze, confirm and specify if the two
                                                                                                                                On-going.
                                         companies share the same or similar businesses
                                                                                                                  January 7,    The committed party
                                         and products in terms of business content,             January 7, 2020
                                                                                                                  2025          complies with the
                                         suppliers and customers, product substitution,
                                                                                                                                commitments.
                                         processes and core technologies and distribution
                                         channels, etc. If the result will be positive,
                                         ChemChina will gradually solve the issue within 5
                                         years after the issuance of this Letter by taking

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ADAMA Ltd                                                                           Annual Report 2021
                                                                                                     Time of
               Commitment   Commitment                                                                                Period of
  Commitment                                                   Contents                              making                            Fulfillment
                 maker         type                                                                                  commitment
                                                                                                   commitment
                                         appropriate measures, including but not limited to
                                         internal asset restructuring, industrial planning and
                                         business structure adjustment, technology
                                         transformation and product upgrading, market
                                         segmentation or other feasible solutions in
                                         accordance with the requirements of securities
                                         laws and regulations and industry policies.
                                         Once Sinofert and Sinochem Agriculture are the
                                         subsidiaries    of   ChemChina,     ChemChina     will
                                         analyze if there are same or similar businesses
                                         among the three subsidiaries. If the result will be                                      On-going.
                                         positive,      ChemChina     will   then      propose                                    The committed party
                                                                                                  January 7, 2020   Long term
                                         corresponding solutions for any business or product                                      complies with the
                                         that constitutes competition in accordance with the                                      commitments.
                                         requirements of applicable laws, regulations and
                                         regulations to solve the issue of horizontal
                                         competition.



                                         Other than the foregoing, none of the main                                               On-going.
                                         business of ChemChina and other controlled                                               The committed party
                                                                                                  January 7, 2020   Long term
                                         subsidiaries is the same or similar to that of                                           complies with the
                                         ADAMA.                                                                                   commitments.



                                         ChemChina will continue to take effective
                                                                                                                                  On-going.
                                         measures to prevent itself and its other
                                                                                                                                  The committed party
                                         subsidiaries from adding new businesses in the           January 7, 2020   Long term
                                                                                                                                  complies with the
                                         future that are the same as or similar to those of
                                                                                                                                  commitments.
                                         ADAMA.

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ADAMA Ltd                                                                                 Annual Report 2021
                                                                                                         Time of
               Commitment    Commitment                                                                                    Period of
  Commitment                                                        Contents                             making                                 Fulfillment
                   maker         type                                                                                    commitment
                                                                                                       commitment
                                              If ChemChina or any of its other subsidiaries
                                              develops related businesses that constitutes
                                              horizontal competition against the domestic
                                              business of ADAMA in the future, it will actively
                                              take relevant measures, including but not limited
                                              to asset restructuring, adjustment of industrial
                                              planning and business structure, technological
                                              transformation and Product upgrades, market
                                              segmentation and other feasible solutions, so that
                                              each enterprise will be different in their portfolio
                                              and end users and avoid and eliminate the
                                              horizontal competition with ADAMA.
                                              From the effective date of the Commitment Letter,                                            On-going.
                                              if ChemChina violates the above commitments, it                           Long term          The committed party
                                                                                                      January 7, 2020
                                              should compensate ADAMA for the losses or                                 effective          complies with the
                                              expenses suffered or incurred by the violation.                                              commitments.
                                              This acquisition will not materially adversely affect
                                              the independence of ADAMA in terms of staff,
                                              assets, finance, business and organization.
                                              After completion of the acquisition transaction,
                                                                                                                        continue to be
                                              ADAMA will continue to keep complete
                                                                                                                        effective during
                            Commitment to     procurement, production and sales systems and to                                             On-going.
                                                                                                                        the period that
               Sinochem     maintain the      possess independent intellectual properties.            September 16,                        The committed party
                                                                                                                        Sinochem
               Holdings     independence of   Sinochem Holdings and its affiliated parties will       2021                                 complies with the
                                                                                                                        Holdings
                            ADAMA             strictly abide by the relevant provisions on the                                             commitments.
                                                                                                                        controls
                                              independence of listed companies in relevant
                                                                                                                        ADAMA
                                              laws, regulations and normative documents and
                                              be completely independent from ADAMA in terms
                                              of staff, assets, finance, business and
                                              organization, so as to ensure ADAMA will have full

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ADAMA Ltd                                                                                   Annual Report 2021
                                                                                                           Time of
               Commitment    Commitment                                                                                   Period of
  Commitment                                                          Contents                             making                              Fulfillment
                   maker          type                                                                                  commitment
                                                                                                        commitment
                                                capacity of operation in Chinese agricultural
                                                chemical market. Sinochem Holdings will follow
                                                related regulations in Company Law and
                                                Securities Law, and avoid engagement in any
                                                action that impairs the operating independence of
                                                ADAMA.
                                                                                                                       continue to be
                                                With regard to the present or future possible
                                                                                                                       effective during
                                                competition between the subsidiaries of                                                   On-going.
                                                                                                                       the period that
                                                ChemChina and ADAMA, Sinochem Holdings will            September 16,                      The committed party
                                                                                                                       Sinochem
                                                earnestly urge ChemChina to fulfill its                2021                               complies with the
                                                                                                                       Holdings
                                                commitments to ADAMA to avoid horizontal                                                  commitments.
                                                                                                                       controls
                                                competition.
                                                                                                                       ADAMA
                                                As for the horizontal competition between
                                                Sinochem Holdings’ subsidiaries and ADAMA
                                                arising from this equity transfer, Sinochem
                                                Holdings will, according to the requirements of
                            Commitments
               Sinochem                         relevant securities regulatory authorities, within
                            on the horizontal
               Holdings                         five years from the effective date of this letter of
                            competition
                                                commitment, comprehensively use entrusted
                                                                                                                                          On-going.
                                                management, asset reorganization, equity
                                                                                                       September 16,   September 16,      The committed party
                                                replacement/transfer, business merger/adjustment
                                                                                                       2021            2026               complies with the
                                                or other legal means to steadily promote the
                                                                                                                                          commitments.
                                                integration of related assets or businesses that
                                                meet the requirements of injection into ADAMA in
                                                line with the principle of benefiting the
                                                development of ADAMA and safeguarding
                                                shareholders' interests, especially those of
                                                minority shareholders.



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ADAMA Ltd                                                                                      Annual Report 2021
                                                                                                              Time of
                  Commitment    Commitment                                                                                   Period of
  Commitment                                                             Contents                             making                               Fulfillment
                      maker          type                                                                                  commitment
                                                                                                           commitment
                                                   Sinochem Holdings will strictly abide by the
                                                   relevant laws, regulations and normative
                                                   documents, AOA and other internal management                           continue to be
                                                   system of ADAMA, exercise the rights of                                effective during
                                                                                                                                             On-going.
                                                   shareholders according to the law through the                          the period that
                                                                                                          September 16,                      The committed party
                                                   equity relationship, in line with the principle of                     Sinochem
                                                                                                          2021                               complies with the
                                                   state ownership and hierarchical management of                         Holdings
                                                                                                                                             commitments.
                                                   state-owned assets, properly handle matters                            controls
                                                   involving ADAMA's interests, and shall not use the                     ADAMA
                                                   control position to seek improper interests or
                                                   transfer interests.
                                                   Sinochem Holdings and its controlled subsidiaries
                                                   will, as required by law, regulation and other
                                                   specifications, avoid and reduce related party
                                                   transactions with ADAMA; however, for the related
                                                   party transactions that are inevitable or based on                     continue to be
                                                   reasonable grounds, Sinochem Holdings and its                          effective during
                               Commitment to                                                                                                 On-going.
                                                   controlled subsidiaries will strictly abide by the                     the period that
                  Sinochem     standardize                                                                September 16,                      The committed party
                                                   relevant laws, regulations and normative                               Sinochem
                  Holdings     related-party                                                              2021                               complies with the
                                                   documents and relevant systems of ADAMA,                               Holdings
                               transactions                                                                                                  commitments.
                                                   legally enter into agreement(s) by law, go through                     controls
                                                   lawful procedures, ensure fair pricing and perform                     ADAMA
                                                   its disclosure obligations. Sinochem Holdings and
                                                   its controlled subsidiaries warrant that no related
                                                   party transaction will be done to impair lawful
                                                   rights and interest of ADAMA and its shareholders.
 Commitments                                       The subsidiaries controlled by ChemChina,                                                 The commitments
                               Commitments
  made at the                                      namely Anpon, HH, Maidao, Anhui Petrochemical          October 12,     January 4,         listed in the left column
                  ChemChina    on the horizontal
 time of assets                                    and Heilong as well as their subsidiaries are in       2016            2022               have been completed.
                               competition
 reorganization                                    similar or the same business as ADAMA. For the                                            The committed party

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ADAMA Ltd                                                                          Annual Report 2021
                                                                                                  Time of
               Commitment   Commitment                                                                       Period of
  Commitment                                                  Contents                            making                       Fulfillment
                 maker         type                                                                         commitment
                                                                                               commitment
                                         horizontal competition in China, ChemChina                                      complies with the
                                         commits to take appropriate actions to solve the                                commitments: (1) the
                                         horizontal competition between its subsidiaries                                 reorganization, i.e. the
                                         and ADAMA step-by-step in an appropriate way                                    issuance of shares to
                                         within 4 years after completion of the                                          CNACA for purchasing
                                         reorganization, in accordance with securities laws,                             assets and
                                         regulations and sector/industrial policies.                                     implementation of
                                         The means by which ChemChina addresses the                                      private placement,
                                         horizontal competition include but are not limited                              completed on January
                                         to the following,                                                               4, 2018; (2) Anpon
                                         ADAMA acquires crop protection-related assets                                   merged with Maidao
                                         under ChemChina. ADAMA holds or controls other                                  and ChemChina’s
                                         crop protection-related assets of ChemChina in                                  shares in Anpon had
                                         line with national laws and by reasonable                                       been transferred to
                                         commercial means such as entrusted operation.                                   ADAMA; (3)
                                         ChemChina divests other crop protection-related                                 ChemChina had
                                         assets or transfers the control power of such                                   transferred its shares
                                         subsidiaries to external parties. ChemChina                                     in Heilong to a third
                                         reorganizes internal assets, adjusts sector                                     party. Heilong is no
                                         planning and business structure, upgrades                                       longer a subsidiary of
                                         technologies and products and makes market                                      ChemChina; (4) HH
                                         segmentation so that each company will                                          withdrew from the
                                         differentiate its products and end users to                                     agrochemical
                                         eliminate horizontal competition between the                                    business;(5) CNAC,
                                         subsidiaries controlled by ChemChina and                                        the wholly-owned
                                         ADAMA.                                                                          subsidiary of
                                                                                                                         ChemChina, signed an
                                                                                                                         Entrusted Operation
                                                                                                                         and Management
                                                                                                                         Agreement with the

                                                                    104
ADAMA Ltd                                                                             Annual Report 2021
                                                                                                     Time of
               Commitment    Commitment                                                                              Period of
  Commitment                                                     Contents                            making                           Fulfillment
                  maker           type                                                                              commitment
                                                                                                   commitment
                                                                                                                                 Company, and
                                                                                                                                 entrusted the
                                                                                                                                 operation and
                                                                                                                                 management of Anhui
                                                                                                                                 Petrochemical Co.,
                                                                                                                                 Ltd. to the Company.
                                            ChemChina will take effective actions to avoid that
                                            it or its controlled subsidiaries will add new
                                            business in China same or similar to ADAMA.
                                            If ChemChina or its controlled subsidiaries will in
                                            the future be engaged in business in China that
                                            constitutes horizontal competition with ADAMA,
                            Commitments                                                                                          On-going.
                                            ChemChina will take active actions, including but
                            on Potential                                                          October 12,                    The committed party
               ChemChina                    not limited to reorganizing internal assets,                           Long term
                            Horizontal                                                            2016                           complies with the
                                            adjusting sector planning and business structure,
                            Competition                                                                                          commitments.
                                            upgrading technologies and products and making
                                            market segmentation so that each company will
                                            differentiate its products and end users to avoid
                                            and eliminate horizontal competition between the
                                            subsidiaries controlled by ChemChina and
                                            ADAMA.
                                            ChemChina will, as required by law, regulation and
                                            other specifications, avoid and reduce related
                            Commitment to   party transactions with ADAMA; however, for the
                                                                                                                                 On-going.
                            reduce and      related party transactions that are inevitable or
                                                                                                                                 The committed party
               ChemChina    standardize     based on reasonable grounds, ChemChina will           August 4, 2016   Long term
                                                                                                                                 complies with the
                            related-party   follow the just, fairness and open principles in
                                                                                                                                 commitments.
                            transactions    market, legally enter into agreement(s) by law, go
                                            through lawful procedures, and perform its
                                            disclosure obligations and approving procedures

                                                                       105
ADAMA Ltd                                                                                    Annual Report 2021
                                                                                                               Time of
                    Commitment        Commitment                                                                                Period of
  Commitment                                                            Contents                               making                            Fulfillment
                         maker           type                                                                               commitment
                                                                                                           commitment
                                                   as required by related systems and regulations.
                                                   ChemChina warrants that no related party
                                                   transaction will be done to impair lawful rights and
                                                   interest of ADAMA and its shareholders.
                                                   After completion of the acquisition transaction,
                                                   ADAMA will continue to keep complete
                                                   procurement, production and sales systems and to
                                                   possess independent intellectual properties, and
                                                   ChemChina and its affiliated parties will be
                                 Commitment to                                                                                              On-going.
                                                   completely independent from ADAMA in terms of
                                 maintain                                                                                                   The committed party
                   ChemChina                       staff, assets, finance, business and organization,     August 4, 2016   Long term
                                 independence of                                                                                            complies with the
                                                   and ADAMA will have full capacity of operation in
                                 the ADAMA                                                                                                  commitments.
                                                   Chinese agricultural chemical market. ChemChina
                                                   will follow related regulations in Company Law and
                                                   Securities Law, and avoid engagement in any
                                                   action that impairs the operating independence of
                                                   ADAMA.
 Commitments       --            --                --                                                     --               --               --
 made at IPO or
 refinancing

 Share incentive   --            --                --                                                     --               --               --
 commitments

 Other             --            --                --                                                     --               --               --
 commitments to
 the company's
 minority
 shareholders

 Whether the
                   Yes
 commitments

                                                                              106
ADAMA Ltd                                                 Annual Report 2021
                                                                         Time of
                     Commitment   Commitment                                        Period of
   Commitment                                  Contents                  making                 Fulfillment
                         maker       type                                          commitment
                                                                      commitment
 are fulfilled on
 time

 If the
 commitment is
 overdue, the
 specific reasons
 for not
 completing the     --
 performance and
 the next work
 plan should be
 explained in
 detail.




                                                   107
ADAMA Ltd                                                                                                  Annual Report 2021


2. Assets or projects with profit forecast, still relevant for forecast period

□ Applicable √ Not applicable



II.    Inadequate use of Company’s capital by the controlling shareholder or by its
       related parties for non-operating purposes

□ Applicable √ Not applicable
No such situation occurred during the Reporting Period.



III.   Non-compliance with external guarantees

□ Applicable √ Not applicable
No such cases during the reporting period.



IV.    Explanation by the board of directors on the latest "non-standard audit report"

□ Applicable √ Not applicable

V.     Explanation by the Board of Directors, the Supervisory Board and independent
       directors (if any) regarding “non-standard audit report” issued by Company’s
       auditor for the Reporting Period

□ Applicable √ Not applicable

VI.    Changes in accounting standards, accounting estimates or corrections of
       significant accounting errors compared to last financial report

√ Applicable □ Not applicable


"Accounting Standards for Business Enterprises Interpretation No. 15"

On 30 December 2021, the Ministry of Finance issued "Accounting Standards for Business Enterprises Interpretation No.
15” (hereinafter referred to as “Interpretation No. 15”) which clarified the following accounting treatments:



(1)           The accounting treatment of the sale of the products or by-products produced before the assets being capable
              of operating in a predetermined manner or produced during the research and development process;

(2)           Disclosure requirements for centralized management of funds; and
(3)           costs a company should include as the cost of fulfilling a contract when assessing whether a contract is

              onerous.



According to the Interpretation No.15, the second clarification was effective from 30 December 2021. Adoption of the
interpretation has no significant impact on the Group’s financial statements.



                                                              108
ADAMA Ltd                                                                                         Annual Report 2021




VII.    Change of the consolidation scope as compared with the financial reporting of
        last year

√ Applicable □ Not applicable
During the reporting period, the Group acquired Adama Huifeng (Jiangsu) Co., Ltd through business combination not under
common control.

VIII.   Engagement of Company’s Auditor

Auditor engaged at present

Name of domestic Auditor                          Deloitte Touche Tohmatsu Certified Public Accountants LLP
Remuneration for domestic Auditor for the
                                          324
Reporting Period (RMB Ten Thousand Yuan)
Consecutive years of the audit services
                                                  5
provided by domestic Auditor

                                                  Mou Zhengfei, and Ji Yuting
Name of domestic accountants

Consecutive years of the audit services
                                                  4
provided by the domestic accountants
Name of overseas Auditor                          Not applicable
Remuneration for overseas Auditor for the
                                          --
Reporting Period (RMB Ten Thousand Yuan)
Consecutive years of the audit services
                                                  --
provided by overseas Auditor
Name of overseas accountants                      --
Consecutive years of the audit services
                                                  --
provided by the overseas accountants



Change of the Auditor at Reporting Period
□ Yes √ No

Engagement of the Auditor for internal control, financial adviser or sponsor

√ Applicable □ Not applicable

In the Reporting Period, the Company continued to engage Deloitte Touche Tohmatsu Certified Public Accountants LLP as
the auditor of the Company for 2021 annual financial reports and 2021 annual internal control of the Company. Total
remuneration for the Auditor was RMB 3.2 million.

IX.     Trading termination of Company’s securities that the Company will face after the
        disclosure of this annual report

□ Applicable √ Not applicable

X.      Bankruptcy and reorganization

□ Applicable √ Not applicable

                                                            109
ADAMA Ltd                                                                                                Annual Report 2021


No such cases in the Reporting Period.

XI.     Material Legal Claims/proceedings

□ Applicable √ Not applicable
No such cases in the Reporting Period.

XII.    Punishment and rectification

□ Applicable √ Not applicable
None during the Reporting Period.

XIII.   Credibility of the Company, its controlling shareholders and actual controller

√ Applicable □ Not applicable


The Company’s controlling shareholder and actual controller are in good credibility status. They are not in the situation that
the effective judgment of the court was not executed and the large amount of debt was not repaid when due during the
reporting period.




                                                             110
ADAMA Ltd                                                                                                 Annual Report 2021
XIV.   Significant related-party transactions

1. Related-party transactions in the ordinary course of business

√ Applicable □Not applicable

                                                                                                                                             Market
                                                            Pricing                          Percenta
                                                                                                                                             price of
                                 Type of                    principle                             ge      Approved   Whether
                                                                                                                                             similar
                                 related     Content of        of                Value       against transactio      exceeds                            Date of
                Relationshi                                                                                                     Settlement transacti               Index of the
Related party                     party     related party related       Price    (RMB        transacti    n quota      the                              announc
                     p                                                                                                          methods       ons if                disclosure
                               transactio transaction        party               ‘0000)         ons of    (RMB      approved                            ement
                                                                                                                                               the
                                   n                        transacti                        the same      ‘0000)    quota
                                                                                                                                             Compan
                                                               on                                kind
                                                                                                                                             y knows
                               Purchasing                                                                                                                        Announcement
                                   raw                                                                                                                           on      Expected
               Under the        materials   Purchase of                                                                                                          Related-Party
Syngenta A.G.
              same control         and          raw          Market     Market                                                    Cash                   March Transactions in
and its                                                                          90,985          4.96%    132,936      No                      N/A
                  of            products    materials/pro     price      price                                                  Settlement              31, 2021 the Ordinary
subsidiaries
              ChemChina           from         ducts                                                                                                             Course         of
                                 related                                                                                                                         Business in 2021
                                 parties                                                                                                                         (No.2021-6)
                               Purchasing                                                                                                                        Announcement
                                   raw                                                                                                                           on      Expected
Bluestar
                Under the       materials   Purchase of                                                                                                          Related-Party
(Beijing)
               same control        and          raw          Market     Market                                                    Cash                   March Transactions in
Chemical                                                                          560            0.03%      940        No                      N/A
                   of           products    materials/pro     price      price                                                  Settlement              31, 2021 the Ordinary
Machinery Co.,
               ChemChina          from         ducts                                                                                                             Course         of
Ltd.
                                 related                                                                                                                         Business in 2021
                                 parties                                                                                                                         (No.2021-6)
                               Purchasing                                                                                                                        Announcement
Jiangsu          Under the         raw      Purchase of                                                                                                          on      Expected
Huaihe          same control    materials       raw          Market     Market                                                    Cash                   March Related-Party
                                                                                 16,492          0.90%     19,000      No                      N/A
Chemicals           of             and      materials/pro     price      price                                                  Settlement              31, 2021 Transactions in
Co., Ltd.       ChemChina       products       ducts                                                                                                             the Ordinary
                                  from                                                                                                                           Course         of
                                                                                           111
ADAMA Ltd                                                                                                 Annual Report 2021

                                                                                                                                             Market
                                                            Pricing                          Percenta
                                                                                                                                             price of
                                Type of                     principle                             ge      Approved   Whether
                                                                                                                                             similar
                                related      Content of        of                Value       against transactio      exceeds                            Date of
                Relationshi                                                                                                     Settlement transacti                 Index of the
Related party                    party      related party related       Price    (RMB        transacti    n quota      the                              announc
                     p                                                                                                          methods       ons if                  disclosure
                               transactio transaction        party               ‘0000)         ons of    (RMB      approved                            ement
                                                                                                                                               the
                                   n                        transacti                       the same       ‘0000)    quota
                                                                                                                                             Compan
                                                               on                                kind
                                                                                                                                             y knows
                                 related                                                                                                                           Business in 2021
                                 parties                                                                                                                           (No.2021-6)
                               Purchasing                                                                                                                          Announcement
                                   raw                                                                                                                             on      Expected
                 Under the      materials   Purchase of                                                                                                            Related-Party
                same control       and          raw          Market     Market                                                    Cash                   March     Transactions in
Sinofert                                                                          688            0.04%      220        Yes                     N/A
                    of          products    materials/pro     price      price                                                  Settlement              31, 2021   the Ordinary
                ChemChina         from         ducts                                                                                                               Course         of
                                 related                                                                                                                           Business in 2021
                                 parties                                                                                                                           (No.2021-6)
                               Purchasing                                                                                                                          Announcement
                                   raw                                                                                                                             on      Expected
Jiangsu        Under the        materials   Purchase of                                                                                                            Related-Party
Yangnong      same control         and          raw          Market     Market                                                    Cash                   March     Transactions in
                                                                                 50,113          2.73%     52,010      No                      N/A
Chemical Co.,     of            products    materials/pro     price      price                                                  Settlement              31, 2021   the Ordinary
Ltd.          ChemChina           from         ducts                                                                                                               Course         of
                                 related                                                                                                                           Business in 2021
                                 parties                                                                                                                           (No.2021-6)
                               Purchasing                                                                                                                          Announcement
                                   raw                                                                                                                             on      Expected
                Under the       materials   Purchase of                                                                                                            Related-Party
Jiangsu Youshi
               same control        and          raw          Market     Market                                                    Cash                   March     Transactions in
Chemical Co.,                                                                    4,106           0.22%      120        Yes                     N/A
                   of           products    materials/pro     price      price                                                  Settlement              31, 2021   the Ordinary
Ltd.
               ChemChina          from         ducts                                                                                                               Course         of
                                 related                                                                                                                           Business in 2021
                                 parties                                                                                                                           (No.2021-6)
Jiangsu          Under the     Purchasing   Purchase of      Market     Market                                                    Cash                   March     Announcement
                                                                                   43            0.00%      160        No                      N/A
Ruixiang        same control       raw          raw           price      price                                                  Settlement              31, 2021   on      Expected

                                                                                           112
ADAMA Ltd                                                                                                 Annual Report 2021

                                                                                                                                             Market
                                                            Pricing                          Percenta
                                                                                                                                             price of
                                Type of                     principle                             ge      Approved   Whether
                                                                                                                                             similar
                                related      Content of        of                Value       against transactio      exceeds                            Date of
                Relationshi                                                                                                     Settlement transacti               Index of the
Related party                    party      related party related       Price    (RMB        transacti    n quota      the                              announc
                     p                                                                                                          methods       ons if                disclosure
                               transactio transaction        party               ‘0000)         ons of    (RMB      approved                            ement
                                                                                                                                               the
                                   n                        transacti                       the same       ‘0000)    quota
                                                                                                                                             Compan
                                                               on                                kind
                                                                                                                                             y knows
Chemical Co.,   of Sinochem     materials   materials/pro                                                                                                        Related-Party
Ltd.              Holdings         and         ducts                                                                                                             Transactions in
                                products                                                                                                                         the Ordinary
                                  from                                                                                                                           Course         of
                                 related                                                                                                                         Business in 2021
                                 parties                                                                                                                         (No.2021-6)
                               Purchasing                                                                                                                        Announcement
                                   raw                                                                                                                           on      Expected
Jiangsu Youjia Under the        materials   Purchase of                                                                                                          Related-Party
Plant           same control       and          raw          Market     Market                                                    Cash                   March Transactions in
                                                                                 5,794           0.32%      160        Yes                     N/A
Protection Co.,     of          products    materials/pro     price      price                                                  Settlement              31, 2021 the Ordinary
Ltd.            ChemChina         from         ducts                                                                                                             Course         of
                                 related                                                                                                                         Business in 2021
                                 parties                                                                                                                         (No.2021-6)
                               Purchasing                                                                                                                        Announcement
                                   raw                                                                                                                           on      Expected
Hangzhou(Tor
              Under the         materials   Purchase of                                                                                                          Related-Party
ch)Xidoumen
             same control          and          raw          Market     Market                                                    Cash                   March Transactions in
Membrane                                                                           13            0.00%       10        Yes                     N/A
                 of             products    materials/pro     price      price                                                  Settlement              31, 2021 the Ordinary
Industries
             ChemChina            from         ducts                                                                                                             Course         of
Co.,Ltd.
                                 related                                                                                                                         Business in 2021
                                 parties                                                                                                                         (No.2021-6)
                               Purchasing                                                                                                                        Announcement
                 Under the         raw      Purchase of                                                                                                          on      Expected
Bluestar
                same control    materials       raw          Market     Market                                                    Cash                   March Related-Party
Engineering                                                                        14            0.00%        -         -                      N/A
                    of             and      materials/pro     price      price                                                  Settlement              31, 2021 Transactions in
Co.,Ltd.
                ChemChina       products       ducts                                                                                                             the Ordinary
                                  from                                                                                                                           Course         of

                                                                                           113
ADAMA Ltd                                                                                                 Annual Report 2021

                                                                                                                                             Market
                                                            Pricing                          Percenta
                                                                                                                                             price of
                                Type of                     principle                             ge      Approved   Whether
                                                                                                                                             similar
                                related      Content of        of                Value       against transactio      exceeds                            Date of
                Relationshi                                                                                                     Settlement transacti                 Index of the
Related party                    party      related party related       Price    (RMB        transacti    n quota      the                              announc
                     p                                                                                                          methods       ons if                  disclosure
                               transactio transaction        party               ‘0000)         ons of    (RMB      approved                            ement
                                                                                                                                               the
                                   n                        transacti                       the same       ‘0000)    quota
                                                                                                                                             Compan
                                                               on                                kind
                                                                                                                                             y knows
                                 related                                                                                                                           Business in 2021
                                 parties                                                                                                                           (No.2021-6)
                               Purchasing                                                                                                                          Announcement
                                   raw                                                                                                                             on      Expected
Nantong
                 Under the      materials   Purchase of                                                                                                            Related-Party
Xingchen
                same control       and          raw          Market     Market                                                    Cash                   March     Transactions in
Synthetic                                                                          14            0.00%        -         -                      N/A
                    of          products    materials/pro     price      price                                                  Settlement              31, 2021   the Ordinary
Material Co.,
                ChemChina         from         ducts                                                                                                               Course         of
Ltd.
                                 related                                                                                                                           Business in 2021
                                 parties                                                                                                                           (No.2021-6)
                               Purchasing                                                                                                                          Announcement
                                   raw                                                                                                                             on      Expected
                 Under the      materials   Purchase of                                                                                                            Related-Party
Sinochem        same control       and          raw          Market     Market                                                    Cash                   March     Transactions in
                                                                                 6,592           0.36%        -         -                      N/A
Agro Co.,Ltd.       of          products    materials/pro     price      price                                                  Settlement              31, 2021   the Ordinary
                ChemChina         from         ducts                                                                                                               Course         of
                                 related                                                                                                                           Business in 2021
                                 parties                                                                                                                           (No.2021-6)
                               Purchasing                                                                                                                          Announcement
Shenyang                           raw                                                                                                                             on      Expected
Shenhua          Under the      materials   Purchase of                                                                                                            Related-Party
Institute       same control       and          raw          Market     Market                                                    Cash                   March     Transactions in
                                                                                   2             0.00%        -         -                      N/A
Testing         of Sinochem     products    materials/pro     price      price                                                  Settlement              31, 2021   the Ordinary
Technology        Holdings        from         ducts                                                                                                               Course         of
Co., Ltd.                        related                                                                                                                           Business in 2021
                                 parties                                                                                                                           (No.2021-6)
Shandong         Under the     Purchasing   Purchase of      Market     Market                                                    Cash                   March     Announcement
                                                                                   91            0.00%        -         -                      N/A
Dacheng         same control       raw          raw           price      price                                                  Settlement              31, 2021   on      Expected

                                                                                           114
ADAMA Ltd                                                                                                 Annual Report 2021

                                                                                                                                             Market
                                                            Pricing                          Percenta
                                                                                                                                             price of
                                Type of                     principle                             ge      Approved   Whether
                                                                                                                                             similar
                                related      Content of        of                Value       against transactio      exceeds                            Date of
                Relationshi                                                                                                     Settlement transacti               Index of the
Related party                    party      related party related       Price    (RMB        transacti    n quota      the                              announc
                     p                                                                                                          methods       ons if                disclosure
                               transactio transaction        party               ‘0000)         ons of    (RMB      approved                            ement
                                                                                                                                               the
                                   n                        transacti                       the same       ‘0000)    quota
                                                                                                                                             Compan
                                                               on                                kind
                                                                                                                                             y knows
Agrochemical       of           materials   materials/pro                                                                                                        Related-Party
Company         ChemChina          and         ducts                                                                                                             Transactions in
Limited                         products                                                                                                                         the Ordinary
                                  from                                                                                                                           Course         of
                                 related                                                                                                                         Business in 2021
                                 parties                                                                                                                         (No.2021-6)
                               Purchasing                                                                                                                        Announcement
                                   raw                                                                                                                           on      Expected
Sinochem
                 Under the      materials   Purchase of                                                                                                          Related-Party
International
                same control       and          raw          Market     Market                                                    Cash                   March Transactions in
Crop Care                                                                         591            0.03%        -         -                      N/A
                    of          products    materials/pro     price      price                                                  Settlement              31, 2021 the Ordinary
(Overseas)
                ChemChina         from         ducts                                                                                                             Course         of
Pte. Ltd.
                                 related                                                                                                                         Business in 2021
                                 parties                                                                                                                         (No.2021-6)
                               Purchasing                                                                                                                        Announcement
China Bluestar                     raw                                                                                                                           on      Expected
Chengrand       Under the       materials   Purchase of                                                                                                          Related-Party
Research       same control        and          raw          Market     Market                                                    Cash                   March Transactions in
                                                                                 1,221           0.07%        -         -                      N/A
Institute          of           products    materials/pro     price      price                                                  Settlement              31, 2021 the Ordinary
Chemical       ChemChina          from         ducts                                                                                                             Course         of
Industry                         related                                                                                                                         Business in 2021
                                 parties                                                                                                                         (No.2021-6)
                               Purchasing                                                                                                                        Announcement
               Under the           raw      Purchase of                                                                                                          on      Expected
Shenyang
              same control      materials       raw          Market     Market                                                    Cash                   March Related-Party
Chemical Co.,                                                                     409            0.02%        -         -                      N/A
                  of               and      materials/pro     price      price                                                  Settlement              31, 2021 Transactions in
Ltd.
              ChemChina         products       ducts                                                                                                             the Ordinary
                                  from                                                                                                                           Course         of

                                                                                           115
ADAMA Ltd                                                                                              Annual Report 2021

                                                                                                                                          Market
                                                         Pricing                          Percenta
                                                                                                                                          price of
                                Type of                  principle                             ge      Approved   Whether
                                                                                                                                          similar
                                related    Content of       of                Value       against transactio      exceeds                            Date of
                Relationshi                                                                                                  Settlement transacti                 Index of the
Related party                    party    related party related      Price    (RMB        transacti    n quota      the                              announc
                     p                                                                                                       methods       ons if                  disclosure
                               transactio transaction     party               ‘0000)         ons of    (RMB      approved                            ement
                                                                                                                                            the
                                   n                     transacti                       the same       ‘0000)    quota
                                                                                                                                          Compan
                                                            on                                kind
                                                                                                                                          y knows
                           related                                                                                                                              Business in 2021
                           parties                                                                                                                              (No.2021-6)
                         Purchasing                                                                                                                             Announcement
                             raw                                                                                                                                on      Expected
             Under the    materials Purchase of                                                                                                                 Related-Party
ELKEM
            same control     and        raw               Market     Market                                                    Cash                   March     Transactions in
SILICONES                                                                      192            0.01%        -         -                      N/A
                of        products materials/pro           price      price                                                  Settlement              31, 2021   the Ordinary
BRASIL LTDA
            ChemChina       from       ducts                                                                                                                    Course         of
                           related                                                                                                                              Business in 2021
                           parties                                                                                                                              (No.2021-6)
                                                                                                                                                                Announcement
Zhonglan
                               Purchasing                                                                                                                       on      Expected
Lianhai
                 Under the        fixed                                                                                                                         Related-Party
(Shanghai)
                same control     assets   Purchase of     Market     Market                                                    Cash                   March     Transactions in
Chemical                                                                       123            0.01%        -         -                      N/A
                    of            from    fixed assets     price      price                                                  Settlement              31, 2021   the Ordinary
Engineering
                ChemChina        related                                                                                                                        Course         of
Technology
                                 parties                                                                                                                        Business in 2021
Co., Ltd.
                                                                                                                                                                (No.2021-6)
                                                                                                                                                                Announcement
                               Purchasing                                                                                                                       on      Expected
Changsha
                 Under the        fixed                                                                                                                         Related-Party
Huaxing
                same control     assets   Purchase of     Market     Market                                                    Cash                   March     Transactions in
Construction                                                                   175            0.01%        -         -                      N/A
                    of            from    fixed assets     price      price                                                  Settlement              31, 2021   the Ordinary
Supervision
                ChemChina        related                                                                                                                        Course         of
Co., Ltd.
                                 parties                                                                                                                        Business in 2021
                                                                                                                                                                (No.2021-6)
                 Under the Purchasing Purchase of         Market     Market                                                    Cash                   March     Announcement
Syngenta AG                                                                   4,677           0.25%        -         -                      N/A
                same control  fixed   fixed assets         price      price                                                  Settlement              31, 2021   on      Expected

                                                                                        116
ADAMA Ltd                                                                                              Annual Report 2021

                                                                                                                                          Market
                                                         Pricing                          Percenta
                                                                                                                                          price of
                                Type of                  principle                             ge      Approved   Whether
                                                                                                                                          similar
                                related     Content of      of                Value       against transactio      exceeds                            Date of
                Relationshi                                                                                                  Settlement transacti               Index of the
Related party                    party     related party related     Price    (RMB        transacti    n quota      the                              announc
                     p                                                                                                       methods       ons if                disclosure
                               transactio transaction     party               ‘0000)         ons of    (RMB      approved                            ement
                                                                                                                                            the
                                   n                     transacti                       the same       ‘0000)    quota
                                                                                                                                          Compan
                                                            on                                kind
                                                                                                                                          y knows
                   of            assets                                                                                                                       Related-Party
                ChemChina         from                                                                                                                        Transactions in
                                 related                                                                                                                      the Ordinary
                                 parties                                                                                                                      Course         of
                                                                                                                                                              Business in 2021
                                                                                                                                                              (No.2021-6)
                                                                                                                                                              Announcement
                               Purchasing                                                                                                                     on      Expected
                 Under the        fixed                                                                                                                       Related-Party
Bluestar
                same control     assets   Purchase of     Market     Market                                                    Cash                   March Transactions in
Engineering                                                                    137            0.01%        -         -                      N/A
                    of            from    fixed assets     price      price                                                  Settlement              31, 2021 the Ordinary
Co.,Ltd.
                ChemChina        related                                                                                                                      Course         of
                                 parties                                                                                                                      Business in 2021
                                                                                                                                                              (No.2021-6)
                                                                                                                                                              Announcement
                             Selling raw                                                                                                                      on      Expected
                 Under the    materials                                                                                                                       Related-Party
Syngenta AG
                same control     and          Selling     Market     Market                                                    Cash                   March Transactions in
and its                                                                       90,625          2.93%     92,586      No                      N/A
                    of       products to     products      price      price                                                  Settlement              31, 2021 the Ordinary
subsidiaries
                ChemChina      related                                                                                                                        Course         of
                               parties                                                                                                                        Business in 2021
                                                                                                                                                              (No.2021-6)
                             Selling raw                                                                                                                      Announcement
Jiangsu          Under the    materials                                                                                                                       on      Expected
Huaihe          same control     and          Selling     Market     Market                                                    Cash                   March Related-Party
                                                                              18,816          0.61%     21,000      No                      N/A
Chemicals           of       products to     products      price      price                                                  Settlement              31, 2021 Transactions in
Co., Ltd.       ChemChina      related                                                                                                                        the Ordinary
                               parties                                                                                                                        Course         of

                                                                                        117
ADAMA Ltd                                                                                              Annual Report 2021

                                                                                                                                          Market
                                                         Pricing                          Percenta
                                                                                                                                          price of
                               Type of                   principle                             ge      Approved   Whether
                                                                                                                                          similar
                               related      Content of      of                Value       against transactio      exceeds                            Date of
                Relationshi                                                                                                  Settlement transacti                 Index of the
Related party                   party      related party related     Price    (RMB        transacti    n quota      the                              announc
                     p                                                                                                       methods       ons if                  disclosure
                              transactio transaction      party               ‘0000)         ons of    (RMB      approved                            ement
                                                                                                                                            the
                                  n                      transacti                       the same       ‘0000)    quota
                                                                                                                                          Compan
                                                            on                                kind
                                                                                                                                          y knows
                                                                                                                                                                Business in 2021
                                                                                                                                                                (No.2021-6)
                                                                                                                                                                Announcement
                             Selling raw                                                                                                                        on      Expected
                 Under the    materials                                                                                                                         Related-Party
                same control     and          Selling     Market     Market                                                    Cash                   March     Transactions in
Sinofert                                                                      6,075           0.20%     8,030       No                      N/A
                    of       products to     products      price      price                                                  Settlement              31, 2021   the Ordinary
                ChemChina      related                                                                                                                          Course         of
                               parties                                                                                                                          Business in 2021
                                                                                                                                                                (No.2021-6)
                                                                                                                                                                Announcement
                             Selling raw                                                                                                                        on      Expected
                 Under the    materials                                                                                                                         Related-Party
                same control     and          Selling     Market     Market                                                    Cash                   March     Transactions in
Sino MAP                                                                       523            0.02%      500        Yes                     N/A
                    of       products to     products      price      price                                                  Settlement              31, 2021   the Ordinary
                ChemChina      related                                                                                                                          Course         of
                               parties                                                                                                                          Business in 2021
                                                                                                                                                                (No.2021-6)
                                                                                                                                                                Announcement
                           Selling raw                                                                                                                          on      Expected
Jiangsu        Under the    materials                                                                                                                           Related-Party
Yangnong      same control     and            Selling     Market     Market                                                    Cash                   March     Transactions in
                                                                               146            0.00%      300        No                      N/A
Chemical Co.,     of       products to       products      price      price                                                  Settlement              31, 2021   the Ordinary
Ltd.          ChemChina      related                                                                                                                            Course         of
                             parties                                                                                                                            Business in 2021
                                                                                                                                                                (No.2021-6)
Jiangsu Youshi Under the Selling raw          Selling     Market     Market                                                    Cash                   March     Announcement
                                                                              13,343          0.43%     25,000      No                      N/A
Chemical Co., same control materials         products      price      price                                                  Settlement              31, 2021   on      Expected

                                                                                        118
ADAMA Ltd                                                                                              Annual Report 2021

                                                                                                                                          Market
                                                         Pricing                          Percenta
                                                                                                                                          price of
                               Type of                   principle                             ge      Approved   Whether
                                                                                                                                          similar
                               related      Content of      of                Value       against transactio      exceeds                            Date of
                Relationshi                                                                                                  Settlement transacti               Index of the
Related party                   party      related party related     Price    (RMB        transacti    n quota      the                              announc
                     p                                                                                                       methods       ons if                disclosure
                              transactio transaction      party               ‘0000)         ons of    (RMB      approved                            ement
                                                                                                                                            the
                                  n                      transacti                       the same       ‘0000)    quota
                                                                                                                                          Compan
                                                            on                                kind
                                                                                                                                          y knows
Ltd.               of         and                                                                                                                             Related-Party
                ChemChina products to                                                                                                                         Transactions in
                            related                                                                                                                           the Ordinary
                            parties                                                                                                                           Course         of
                                                                                                                                                              Business in 2021
                                                                                                                                                              (No.2021-6)
                                                                                                                                                              Announcement
                           Selling raw                                                                                                                        on      Expected
Zhonglan       Under the    materials                                                                                                                         Related-Party
International same control     and            Selling     Market     Market                                                    Cash                   March Transactions in
                                                                                58            0.00%      360        No                      N/A
Chemical Co.,     of       products to       products      price      price                                                  Settlement              31, 2021 the Ordinary
Ltd.          ChemChina      related                                                                                                                          Course         of
                             parties                                                                                                                          Business in 2021
                                                                                                                                                              (No.2021-6)
                                                                                                                                                              Announcement
                             Selling raw                                                                                                                      on      Expected
Jiangsu Youjia Under the      materials                                                                                                                       Related-Party
Plant           same control     and          Selling     Market     Market                                                    Cash                   March Transactions in
                                                                               237            0.01%      280        No                      N/A
Protection Co.,     of       products to     products      price      price                                                  Settlement              31, 2021 the Ordinary
Ltd.            ChemChina      related                                                                                                                        Course         of
                               parties                                                                                                                        Business in 2021
                                                                                                                                                              (No.2021-6)
                           Selling raw                                                                                                                        Announcement
Sinochem
               Under the    materials                                                                                                                         on      Expected
Chongqing
              same control     and            Selling                                                                                                 March Related-Party
Fuling                                                       -         -        0             0.00%       50        No           -          N/A
                  of       products to       products                                                                                                31, 2021 Transactions in
Chemical Co.,
              ChemChina      related                                                                                                                          the Ordinary
Ltd.
                             parties                                                                                                                          Course         of

                                                                                        119
ADAMA Ltd                                                                                              Annual Report 2021

                                                                                                                                          Market
                                                         Pricing                          Percenta
                                                                                                                                          price of
                               Type of                   principle                             ge      Approved   Whether
                                                                                                                                          similar
                               related      Content of      of                Value       against transactio      exceeds                            Date of
                Relationshi                                                                                                  Settlement transacti                 Index of the
Related party                   party      related party related     Price    (RMB        transacti    n quota      the                              announc
                     p                                                                                                       methods       ons if                  disclosure
                              transactio transaction      party               ‘0000)         ons of    (RMB      approved                            ement
                                                                                                                                            the
                                  n                      transacti                       the same       ‘0000)    quota
                                                                                                                                          Compan
                                                            on                                kind
                                                                                                                                          y knows
                                                                                                                                                                Business in 2021
                                                                                                                                                                (No.2021-6)
                                                                                                                                                                Announcement
                           Selling raw                                                                                                                          on      Expected
Jiangsu        Under the    materials                                                                                                                           Related-Party
Ruixiang      same control     and            Selling     Market     Market                                                    Cash                   March     Transactions in
                                                                                4             0.00%        -         -                      N/A
Chemical Co., of Sinochem products to        products      price      price                                                  Settlement              31, 2021   the Ordinary
Ltd.            Holdings     related                                                                                                                            Course         of
                             parties                                                                                                                            Business in 2021
                                                                                                                                                                (No.2021-6)
                                                                                                                                                                Announcement
                             Selling raw                                                                                                                        on      Expected
                 Under the    materials                                                                                                                         Related-Party
Sinochem        same control     and          Selling     Market     Market                                                    Cash                   March     Transactions in
                                                                                42            0.00%        -         -                      N/A
Agro Co.,Ltd.       of       products to     products      price      price                                                  Settlement              31, 2021   the Ordinary
                ChemChina      related                                                                                                                          Course         of
                               parties                                                                                                                          Business in 2021
                                                                                                                                                                (No.2021-6)
                                                                                                                                                                Announcement
                           Selling raw                                                                                                                          on      Expected
Shenyang       Under the    materials                                                                                                                           Related-Party
Sinochem      same control     and            Selling     Market     Market                                                    Cash                   March     Transactions in
                                                                                9             0.00%        -         -                      N/A
Agrochemicals     of       products to       products      price      price                                                  Settlement              31, 2021   the Ordinary
R&D Co.,Ltd.  ChemChina      related                                                                                                                            Course         of
                             parties                                                                                                                            Business in 2021
                                                                                                                                                                (No.2021-6)
China National Under the Selling raw          Selling     Market     Market                                                    Cash                   March     Announcement
                                                                               126            0.00%        -         -                      N/A
Chemical      same control materials         products      price      price                                                  Settlement              31, 2021   on      Expected

                                                                                        120
ADAMA Ltd                                                                                              Annual Report 2021

                                                                                                                                          Market
                                                         Pricing                          Percenta
                                                                                                                                          price of
                               Type of                   principle                             ge      Approved   Whether
                                                                                                                                          similar
                               related      Content of      of                Value       against transactio      exceeds                            Date of
                Relationshi                                                                                                  Settlement transacti               Index of the
Related party                   party      related party related     Price    (RMB        transacti    n quota      the                              announc
                     p                                                                                                       methods       ons if                disclosure
                              transactio transaction      party               ‘0000)         ons of    (RMB      approved                            ement
                                                                                                                                            the
                                  n                      transacti                       the same       ‘0000)    quota
                                                                                                                                          Compan
                                                            on                                kind
                                                                                                                                          y knows
Information        of         and                                                                                                                             Related-Party
Center          ChemChina products to                                                                                                                         Transactions in
                            related                                                                                                                           the Ordinary
                            parties                                                                                                                           Course         of
                                                                                                                                                              Business in 2021
                                                                                                                                                              (No.2021-6)
                                                                                                                                                              Announcement
Shenyang                     Selling raw                                                                                                                      on      Expected
Chemical         Under the    materials                                                                                                                       Related-Party
Institute       same control     and          Selling     Market     Market                                                    Cash                   March Transactions in
                                                                                3             0.00%        -         -                      N/A
Testing         of Sinochem products to      products      price      price                                                  Settlement              31, 2021 the Ordinary
Technology        Holdings     related                                                                                                                        Course         of
Co., Ltd.                      parties                                                                                                                        Business in 2021
                                                                                                                                                              (No.2021-6)
                                                                                                                                                              Announcement
                                                                                                                                                              on      Expected
                              Receiving
China National Under the                                                                                                                                      Related-Party
                              services     Value-added
Chemical      same control                                Market     Market                                                    Cash                   March Transactions in
                                from           OA                               46            0.00%      128        No                      N/A
Information       of                                       price      price                                                  Settlement              31, 2021 the Ordinary
                               related       services
Center         ChemChina                                                                                                                                      Course         of
                               parties
                                                                                                                                                              Business in 2021
                                                                                                                                                              (No.2021-6)
                                                                                                                                                              Announcement
                              Receiving
Zhonglan        Under the                                                                                                                                     on      Expected
                              services
Lianhai Design same control                   Design      Market     Market                                                    Cash                   March Related-Party
                                from                                           247            0.01%      120        Yes                     N/A
Institute Co.,     of                        services      price      price                                                  Settlement              31, 2021 Transactions in
                               related
Ltd.           ChemChina                                                                                                                                      the Ordinary
                               parties
                                                                                                                                                              Course         of

                                                                                        121
ADAMA Ltd                                                                                                   Annual Report 2021

                                                                                                                                               Market
                                                              Pricing                          Percenta
                                                                                                                                               price of
                                   Type of                    principle                             ge      Approved   Whether
                                                                                                                                               similar
                                   related       Content of      of                Value       against transactio      exceeds                            Date of
                    Relationshi                                                                                                   Settlement transacti               Index of the
Related party                       party     related party related       Price    (RMB        transacti    n quota      the                              announc
                         p                                                                                                        methods       ons if                disclosure
                                  transactio transaction       party               ‘0000)         ons of    (RMB      approved                            ement
                                                                                                                                                 the
                                      n                       transacti                       the same       ‘0000)    quota
                                                                                                                                               Compan
                                                                 on                                kind
                                                                                                                                               y knows
                                                                                                                                                                   Business in 2021
                                                                                                                                                                   (No.2021-6)
                                                                                                                                                                   Announcement
                                                                                                                                                                   on      Expected
                                  Receiving
               Under the                                                                                                                                           Related-Party
Syngenta A.G.                     services
              same control                        Regular      Market     Market                                                    Cash                   March Transactions in
and its                             from                                             39            0.00%        -                                N/A
                  of                              services      price      price                                                  Settlement              31, 2021 the Ordinary
subsidiaries                       related
              ChemChina                                                                                                                                            Course         of
                                   parties
                                                                                                                                                                   Business in 2021
                                                                                                                                                                   (No.2021-6)
                                                                                                                                                                   Announcement
                                                                                                                                                                   on      Expected
Shenyang                          Receiving
                    Under the                                                                                                                                      Related-Party
Chemical                          services
                   same control                                Market     Market                                                    Cash                   March Transactions in
Research                            from             -                               68            0.07%        -         -                      N/A
                   of Sinochem                                  price      price                                                  Settlement              31, 2021 the Ordinary
Institute Co.,                     related
                     Holdings                                                                                                                                      Course         of
Ltd                                parties
                                                                                                                                                                   Business in 2021
                                                                                                                                                                   (No.2021-6)
                              Total                               --        --     313,439           --     353,910          --          --          --       --           --
                 Details of large sales return                                                                              -
                                                              According to the Company's daily business operation needs, the Company estimates that the total amount of daily
    Execution of related-party transactions in the
                                                              related party transactions in 2021 will not exceed RMB 3,539.1 million. For details, please refer to Announcement on
   ordinary course of business whose value was
                                                              Expected Related-Party Transactions in the Ordinary Course of Business in 2021 (No.: 2021-6). The Company’s actual
  expected by types during this reporting period (if
                                                              amount of daily related party transactions defined in the listing rules incurred in 2021 is RMB 3,134.39 million, which
                        any)
                                                              does not exceed the expected amount.
  Reasons for large difference between transaction            The Company’s related transactions with related party shall be carried out in accordance with the principle of
   price and market reference price (if applicable)           voluntary, equality and mutual benefit, fair, and will not harm the interests of the Company.


                                                                                             122
ADAMA Ltd                                                                                               Annual Report 2021




2. Related-party transactions arising from asset acquisition or sale

□ Applicable √ Not applicable
There were no related-party transactions arising from asset acquisition or sale in the Reporting Period.


3. Related-party transitions with joint investments

□ Applicable √ Not applicable
The Company was not involved in any significant related-party transaction with joint investments during the Reporting
Period.


4. Credits and liabilities with related parties

√ Applicable □ Not applicable


Whether there was non-operating credit and liability with related parties
□ Yes √ No
The Company was not involved in any non-operating credit and liability with related parties.


5. Transactions with finance companies with related relationships

√ Applicable □ Not applicable
Deposit business
                                                                                                              In RMB ’0000

                                                                               Transactions during the
                                                                                   Reporting Period

                                                                              Total Deposit      Total
                                   Maximum
   Related                                         Range of         Opening   Amount for       Withdrawal       Ending
                   Relations      Daily Deposit
    Parties                                       Interest Rate     Balance       the          Amount for       Balance
                                      Limit
                                                                               Reporting          the
                                                                                 Period        Reporting
                                                                                                 Period
                  Under the
ChemChina
                 same control
Finance                              40,000       0.05%-1.3%        37,014       75,868          76,994         35,888
                 of Sinochem
Corporation
                   Holdings




                                                              123
ADAMA Ltd                                                                                                 Annual Report 2021


Loans
                                                                                                                  In RMB ’0000

                                                                                  Transactions during the
                                                                                      Reporting Period

                                    Credit                                      Total Amount Total Amount
   Related                                         Range of         Opening                                         Ending
                  Relations       Amount of                                      of Loans for     of Payment
    Parties                                     Interest Rate       Balance                                         Balance
                                   the Loan                                           the           for the
                                                                                  Reporting       Reporting
                                                                                    Period          Period
                  Under the
ChemChina
                 same control                      3.567%-
Finance                             40,000                              -           10,000          10,000               -
                 of Sinochem                        3.85%
Corporation
                   Holdings




Facilities and Other Financial Services

                                                                                                                  In RMB ’0000

                                                                                  Total Amount             Actual Amount
     Related Party                Relations         Type of the Services
                                                                                                               Incurred

ChemChina
                          Under the same control
Finance                                                    Facilities                 40,000                    10,000
                          of Sinochem Holdings
Corporation


6. Transactions between the finance company controlled by the Company and related parties
□ Applicable √ Not applicable
The company does not hold any equity interest in any finance company.


7. Other material related-party transactions

√ Applicable □ Not applicable
    (1) The 2020 Annual General Meeting approved the expected related-party transactions in the ordinary business
         course of the Company in 2021. Please refer to Item 5 of Section X “in “Financial Report” for details of the related-
         party transactions in the ordinary business course.
    (2) The 5th Meeting of the 9th Session of the Board of Directors approved the Proposal on Credit Facilities of $100m
         from the Related Party.
    (3) The 1st Interim Shareholders Meeting in 2022 approved the proposal on the Signing of a Financial Service
         Agreement with Sinochem Finance Co., Ltd.
    (4) The 7th Meeting of the 9th Session of the Board of Directors approved the Proposal on Signing of Entrusted
         Operation and Management Agreement on Anhui Petro & Chemical.




                                                              124
ADAMA Ltd                                                                                         Annual Report 2021


The website to disclose the interim announcements on significant related-party transactions:
         Name of the interim                 Disclosure date of the interim         Website to disclose the interim
            announcement                            announcement                           announcement
 Announcement on Expected
 Related-Party Transactions in the
                                                    March 31, 2021                 Juchao website www.cninfo.com.cn
 Ordinary Course of Business in
 2021(Announcement No.2021-6)
 Announcement on Credit Facilities
 of $100m from the Related Party                    October 28, 2021               Juchao website www.cninfo.com.cn
 (Announcement No.2021-46)
 Announcement on the Signing of a
 Financial Service Agreement with
 Sinochem Finance Co., Ltd.,
                                                   December 24, 2021               Juchao website www.cninfo.com.cn
 constituting a related-party
 transaction (Announcement
 No.2021-50)
 Announcement on Signing of an
 Entrusted Operation and
 Management Agreement with a                        January 4, 2022                Juchao website www.cninfo.com.cn
 Related Party (Announcement
 No.2022-2)




XV.    Particulars regarding material contracts and execution thereof

1. Particulars about trusteeship, contract and lease

(1) Trusteeship

□ Applicable √ Not applicable
There was no trusteeship of the Company in the reporting period.


(2) Contract Operation

□ Applicable √ Not applicable
There was no contract operation of the Company in the reporting period.


(3) Lease

□ Applicable √Not applicable
There is no major lease in the reporting period.




                                                          125
ADAMA Ltd                                                                                                                      Annual Report 2021


2. Significant guarantees

√ Applicable □ Not applicable
(1) Guarantees
                                                                         Unless otherwise specified, the unit hereunder is RMB ‘0000

                           Guarantees provided by the Company in favor of third parties (excluding subsidiaries)

                                                                                                                                         Guarantee
                Disclosure date Planned             Actual      Actual                                   Counter-                          for a
Guaranteed                                                                  Type of         Collateral               Period of expired
                     of the         guarantee occurrence guarantee                                       guarantee                        related
   party                                                                   guarantee         (if any)                guarantee or not
                 announcement        amount           date     amount                                     (if any)                        party or
                                                                                                                                            not

        --             --               --             --         --               --           --           --          --         --       --

                                                               Total amount of the
       Total guarantee line                                    occurred guarantee
 approved in favor of third                                      in favor of third
        parties (excluding                     --               parties (excluding                                      --
  subsidiaries) during the                                     subsidiaries) during
       reporting period (A1)                                   the reporting period
                                                                         (A2)

                                                                 Total guarantee
 Aggregated guarantee line
                                                               balance in favor of
   in favor of third parties
                                                                  third parties
  (excluding subsidiaries)
                                              5,000                (excluding                                           --
 that has been approved by
                                                               subsidiaries) by the
  the end of the reporting
                                                               end of the reporting
             period (A3)
                                                                   period (A4)

                                     Guarantees provided by the Company in favor of its subsidiaries

                                                                                                                                         Guarantee
                  Disclosure        Planned         Actual      Actual                                   Counter-                          for a
Guaranteed                                                                  Type of         Collateral               Period of expired
                  date of the      guarantee occurrence guarantee                                        guarantee                        related
   party                                                                   guarantee         (if any)                guarantee or not
                announcement        amount            date     amount                                     (if any)                        party or
                                                                                                                                            not

                                                                                 Joint          --           --        Three
                                                    May 19,                liability and                             years after
                                                                3,000                                                              Yes      No
                                                      2020                   several                                  the loan
ADAMA               February                                                    liability                             matures
Anpon             27,2020 and
                                    147,000                                      Joint          --           --        Three
(Jiangsu)          August 21,
                                                    June 29,               liability and                             years after
Ltd.                 2020                                       5,000                                                              Yes      No
                                                      2020                   several                                  the loan
                                                                                liability                             matures

                                                September       3,000            Joint          --           --      Two years     Yes      No



                                                                         126
ADAMA Ltd                                                                                           Annual Report 2021


                                          1, 2020              liability and               after the
                                                                 several                     loan
                                                                    liability              matures

                                                                     Joint      --   --     Three
                                         July 20,              liability and              years after
                                                      5,000                                             Yes     No
                                           2020                  several                   the loan
                                                                    liability              matures

                                                                     Joint      --   --     Three
                                        December               liability and              years after
                                                      5,000                                             Yes     No
                                         14, 2020                several                   the loan
                                                                    liability              matures

                                                                     Joint      --   --     Three
                                        December               liability and              years after
                                                      5,000                                             Yes     No
                                         16, 2020                several                   the loan
                                                                    liability              matures

                                                                     Joint      --   --   Two years
                                        December               liability and               after the
                                                      2,000                                             Yes     No
                                         22, 2020                several                     loan
                                                                    liability              matures

                                                                     Joint      --   --   Two years
                                        January 15,            liability and               after the
                                                      4,050                                             Yes     No
                                           2021                  several                     loan
                                                                    liability              matures

                                                                     Joint      --   --   Two years
                                        January 20,            liability and               after the
                                                      3,000                                             Yes     No
                                           2021                  several                     loan
                                                                    liability              matures

                                                                     Joint      --   --   Two years
            December 22,
                                        January 27,            liability and               after the
            2020; April 29,                           7,000                                             Yes     No
                                           2021                  several                     loan
              2021 and        125,800
                                                                    liability              matures
             October 28,
                                                                     Joint      --   --     Three
                2021
                                        February 1,            liability and              years after
                                                      4,000                                             Yes     No
                                           2021                  several                   the loan
                                                                    liability              matures

                                                                     Joint      --   --     Three
                                         February              liability and              years after
                                                      3,000                                             No      No
                                         26, 2021                several                   the loan
                                                                    liability              matures

                                        February 8,                  Joint      --   --     Three
                                                      2,776                                             Yes     No
                                           2021                liability and              years after



                                                              127
ADAMA Ltd                                                                                               Annual Report 2021


                                                                several                        the loan
                                                                   liability                   matures

                                                                    Joint           --   --     Three
                                      March 18,               liability and                   years after
                                                    4,000                                                   No      No
                                         2021                   several                        the loan
                                                                   liability                   matures

                                                                    Joint           --   --   Two years
                                       April 27,              liability and                    after the
                                                    5,950                                                   No      No
                                         2021                   several                          loan
                                                                   liability                   matures

                                                                    Joint           --   --   Two years
                                       May 21,                liability and                    after the
                                                    4,500                                                   No      No
                                         2021                   several                          loan
                                                                   liability                   matures

                                                                    Joint           --   --   Two years
                                       May 21,                liability and                    after the
                                                    1,500                                                   Yes     No
                                         2021                   several                          loan
                                                                   liability                   matures

                                                                    Joint           --   --     Three
                                       June 25,               liability and                   years after
                                                    3,000                                                   No      No
                                         2021                   several                        the loan
                                                                   liability                   matures

                                                              Joint            --        --     Three
                                      December                liability and                   years after
                                                    3,300                                                   No      No
                                       16, 2021               several                          the loan
                                                              liability                        matures

                                                                                    --   --     Three
                                                                    Joint
                                                                                              years after
                                      December                liability and
                                                    4,000                                     the project   No      No
                                        1, 2021                 several
                                                                                                 loan
                                                                   liability
                                                                                               matures

                                                                    Joint                     Two years
                                      October 28,             liability and                    after the
Hubei                                               3,444                           --   --                 Yes     No
                                         2020                   several                          loan
Sanonda
              August 21,                                           liability                   matures
Foreign                      20,000
                 2020                                               Joint                     Two years
Trade Co.,
                                      January 29,             liability and                    after the
Ltd.                                                1,453                           --   --                 Yes     No
                                         2021                   several                          loan
                                                                   liability                   matures

ADAMA                                  July 27,                     Joint                       Three
             June 29, 2021   33,000                 10,000                          --   --                 No      No
Huifeng                                  2021                 liability and                   years after



                                                             128
ADAMA Ltd                                                                                                                           Annual Report 2021


(Jiangsu)                                                                      several                                 the project
Ltd.                                                                              liability                                  loan
                                                                                                                         matures

                                                                                                                       Two years
                                                                                   Joint
                                                                                                                         after the
                                                 November                    liability and
                                                                   5,300                          --           --       expiration        No      No
                                                  5, 2021                      several
                                                                                                                       of the debt
                                                                                  liability
                                                                                                                          period

                                                                 Total amount of the
       Total guarantee line                                      occurred guarantee
 approved in favor of the                                           in favor of the
                                             33,600                                                                     66,829
  subsidiaries during the                                        subsidiaries during
   reporting period (B1)                                         the reporting period
                                                                           (B2)

Aggregated guarantee line                                          Total guarantee
that has been approved in                                         balance in favor of
favor of the subsidiaries by                 325,800             the subsidiaries by                                    43,050
  the end of the reporting                                          the end of the
              period (B3)                                        reporting period (B4)

                                  Guarantees provided by subsidiaries in favor of subsidiaries (USD ’0000)

                                                                                                                                               Guarantee
                    Disclosure      Planned       Actual          Actual                                   Counter-                              for a
Guaranteed                                                                    Type of         Collateral                Period of expired
                    date of the    guarantee occurrence guarantee                                          guarantee                            related
   party                                                                     guarantee         (if any)                guarantee or not
                  announcement amount              date           amount                                    (if any)                            party or
                                                                                                                                                  not

                                                                                                                       Generally 7
                                                                                                                          years
  Control                                                                     joint and
                    October 31,                October     30,                                                         (subject to
 Solutions,                          1,300                           0         several            --           --
                       2018                    2018                                                                          the          No      No
       Inc.                                                                       liability
                                                                                                                        overseas
                                                                                                                          laws)

                                                                                                                       The         loan
                                                                                                                       term          (5
                                                                                                                       years) and
                                                                                                                       any

  Control                                                                     joint and                                applicable
                    January 10,                January      9,
 Solutions,                          4,000                         2,250       several            --           --      statute       of
                       2019                    2019                                                                                       No      No
       Inc.                                                                       liability                            limitations
                                                                                                                       period
                                                                                                                       (generally 7
                                                                                                                       years).




                                                                           129
ADAMA Ltd                                                                                                      Annual Report 2021


                                          Related
                                          guarantees
                                          existed
                                          before          the
                                          company
                                                                           joint and
  ADAMA                                   was                                                         Valid until
               Not applicable 23,688.29                         3,544.08   several         --   --                  No     No
   Brazil                                 consolidated                                                cancelled
                                                                               liability
                                          into            the
                                          financial
                                          statements of
                                          the
                                          Company.

                                                                           joint and
  ADAMA         January 22,               December                                                   December
                                900                                0       several         --   --                  No     No
   Brazil          2022                   29, 2021                                                    31, 2025
                                                                               liability

                                             Related
                                           guarantees
                                             existed
                                           before the
                                            company
  Adama                                                                    joint and
                                                 was                                                  Valid until
India Private Not applicable 10,350.45                          5,112.01   several         --   --                  No     No
                                          consolidated                                                cancelled
    Ltd.                                                                       liability
                                             into the
                                            financial
                                           statements
                                                 of the
                                           Company.

                                                 The
                                           guarantee
                                             existed
  ADAMA                                    before the
  (Beijing)                                 company
                                                                           joint and
Agricultural                                     was                                                  Valid until
               Not applicable   2,500                              0       several         --   --                  Yes    No
Technology                                consolidated                                               cancellation
                                                                               liability
 Company                                     into the
  Limited                                   financial
                                           statements
                                                 of the
                                           Company.

  ADAMA                                      Related
                                                                           joint and
  Turkey                                   guarantees                                                 Valid until
               Not applicable   7,150                           978.67     several         --   --                  No     No
   Tarm                                      existed                                                  cancelled
                                                                               liability
 Sanayi ve                                 before the


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ADAMA Ltd                                                                                              Annual Report 2021


  Ticaret                                    company
  Limited                                       was
  irketi                                    consolidated
                                              into the
                                              financial
                                            statements
                                               of the
                                             Company.

  Adama        Not applicable                 Related
Makhteshim                      unlimited   guarantees
                                              existed
                                             before the
                                             company
                                                                      joint and
                                                was                                           Valid until
                                                           22,969.8   several       --   --                 No     No
                                            consolidated                                      cancelled
                                                                        liability
                                              into the
                                              financial
                                            statements
                                               of the
                                             Company.

  Adama        Not applicable   unlimited     Related
   Agan                                     guarantees
                                              existed
                                             before the
                                             company
                                                                      joint and
                                                was                                           Valid until
                                                           22,587.7   several       --   --                 No     No
                                            consolidated                                      cancelled
                                                                        liability
                                              into the
                                              financial
                                            statements
                                               of the
                                             Company.

                                              Related
                                            guarantees
                                              existed
 ADAMA                                       before the
Agricultural                                 company                  joint and
                                                                                              Valid until
 Solutions     Not applicable    365.64         was           0       several       --   --
                                                                                              cancelled     Yes    No
  UK Ltd.                                   consolidated                liability

                                              into the
                                              financial
                                            statements
                                               of the



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ADAMA Ltd                                                                                                       Annual Report 2021


                                            Company.

                                             Related
  ADAMA                                    guarantees
 CELSIUS       Not applicable                existed
    BV,                                     before the
 Curacao                                    company
                                                                    joint and
 branch, &                                     was                                                     Valid until
                                  4,000                  2,978.16    several          --     --
  ADAMA                                   consolidated                                                 cancelled     No       No
                                                                        liability
Fahrenheit                                   into the
    BV,                                      financial
 Curacao                                   statements
  Branch                                      of the
                                            Company.

               Not applicable     3,000      Related
                                           guarantees
                                             existed
                                            before the
                                            company
  ADAMA                                                             joint and
                                               was                                                     Valid until
Ukraine LLC                                               311.6      several          --     --
                                          consolidated                                                 cancelled     No       No
                                                                        liability
                                             into the
                                             financial
                                           statements
                                              of the
                                            Company.

               Not applicable     2,500      Related
                                           guarantees
                                             existed
                                            before the
Makhteshim                                  company
                                                                    joint and
  Agan of                                      was                                                     Valid until
                                                            0        several          --     --                               No
   North                                  consolidated                                                 cancelled     No
                                                                        liability
Amercia Inc.                                 into the
                                             financial
                                           statements
                                              of the
                                            Company.

   Total guarantee line
                                                          Total amount of the guarantee in favor of the
 approved in favor of the       900 (approximately RMB                                                      60,732.02 (approximately
                                                           subsidiaries occurred during the reporting
  subsidiaries during the            57.38million)                                                           RMB 3,872.0914 million)
                                                                               period (C2)
   reporting period (C1)

Aggregated guarantee line             59,754.38              Total guarantee balance in favor of the        60,732.02 (approximately

that has been approved in        (approximately RMB      subsidiaries by the end of the reporting period         RMB 3,872.0914)


                                                                  132
ADAMA Ltd                                                                                                  Annual Report 2021


favor of the subsidiaries by      3,809.76million)                          (C4)
 the end of the reporting           (As for Adama
        period (C3)            Makhteshim and Adama
                                 Agan, the planned
                                guarantee amount is
                                      unlimited)

         Total guarantee amount provided by the Company (total of the above-mentioned three kinds of guarantees)

   Total guarantee line
   approved during the                                   Total actual occurred amount of guarantee
                                       39,338                                                                     454,038.14
     reporting period                                     during the reporting period (A2+B2+C2)
       (A1+B1+C1)

 Total guarantee line that
 has been approved at the                              Total actual guarantee balance at the end of the
                                      711,776                                                                     430,259.14
end of the reporting period                                     reporting period (A4+B4+C4)

        (A3+B3+C3)

Proportion of total guarantee amount (A4+B4+C4)
                                                                                         20.42%
         to the net assets of the Company

                                                            Of which:

 The balance of the guarantee provided in favor of
                                                                                            0
   the controlling shareholder and related party.

    Amount of debt guarantee provided for the
                                                                                   USD 278.0415 million
 guaranteed party whose asset-liability ratio is not
                                                                         (approximately RMB 1,772.7092 million)
      less than 70% directly or indirectly (E)

The amount of the guarantee that exceeds 50% of
                                                                                            0
                   the net assets

    Total amount of the above three guarantees                                     USD 278.0415 million

                      (D+E+F)                                            (approximately RMB 1,772.7092 million)

 As for undue guarantee, liability to guarantee has
 happened or there is evidence showing that joint
                                                                                            --
 liquidated liability may be undertaken during this
           Reporting Period (if existing)

    Regulated procedures are violated to offer
                                                                                            --
               guarantee (if existing)




                                                               133
ADAMA Ltd                                      Annual Report 2021


3. Cash assets management entrustment

(1) Wealth management entrustment

□ Applicable √ Not applicable
No such cases in the Reporting Period.


(2) Entrustment loans

□ Applicable √ Not applicable
No such cases in the Reporting Period.


4. Other significant contracts

□ Applicable √ Not applicable
No such cases in the Reporting Period.




                                         134
ADAMA Ltd                                                             Annual Report 2021



XVI.    Other significant events

□ Applicable √ Not applicable
There were no other significant events during the Reporting Period.



XVII.   Significant events of subsidiaries

□ Applicable √ Not applicable




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ADAMA Ltd                                                                                                   Annual Report 2021




                                                     Section VII - Change in Shares & Shareholders
I.          Changes in shares

                                                                                                                                                                           Unit: share

                                                    Before the change                               Increase/decrease (+/-)                                 After the change

                                                                              Newly issue   Bonus       Capitalization of
                                                  Amount        Proportion                                                    Other        Subtotal      Amount          Proportion
                                                                                share       shares      public reserves

     XVIII.     Restricted shares                      4,500       0.0002%         --          --               --                    --            --          4,500       0.0002%
a) State-owned shares                                      --            --        --         --                --                    --            --              --            --
b) State-owned              legal   person’s                                                                                         --            --
                                                           0       0.0000%         --          --               --                                                  0       0.0000%
      shares
c) Shares            held     by    domestic
                                                       4,500       0.0002%         --          --               --                    --            --          4,500       0.0002%
      investors
       i. Shares held by domestic legal                                            --          --               --                    --            --
                                                           0       0.0000%                                                                                          0       0.0000%
            person
       ii. Shares      held    by   domestic
                                                       4,500       0.0002%         --          --               --                    --            --          4,500       0.0002%
            natural person
     XIX.       Shares not subject to                                                                                                  -
                                                2,344,116,802     99.9998%         --          --               --                         -14,309,536   2,329,807,266     99.9998%
        trading moratorium                                                                                                  14,309,536
a) RMB ordinary shares                          2,177,067,461     92.8735%         --          --               --                    --            --   2,177,067,461     93.4439%

                                                                                                                                       -
b) Domestically listed foreign shares            167,049,341       7.1263%         --          --               --                         -14,309,536    152,739,805       6.5559%
                                                                                                                            14,309,536
                                                                                                                                       -   -14,309,536
     XX. Total shares                           2,344,121,302    100.0000%         --          --               --                                       2,329,811,766    100.0000%
                                                                                                                            14,309,536




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ADAMA Ltd                                                                                        Annual Report 2021
Reason for the change in shares
√ Applicable □ Not applicable
From September 16, 2020, the first day the Company started repurchase, to December 6, 2020, when the repurchase period expired, the Company repurchased 14,309,536
shares of B-Shares by means of a centralized price bidding transaction. On June 17, 2021, the Company completed cancellation of above B shares at the Shenzhen Branch of
China Securities Depository and Clearing Co., Ltd. After the cancellation is completed, the total share capital of the Company decreased from 2,344,121,302 shares to
2,329,811,766 shares.
Approval of the change in shares
√ Applicable □ Not applicable
The 26th Meeting of the 8th Session of the Board of Directors held on August 19, 2020 and the 3rd Interim Shareholders Meeting in 2020 held on September 7, 2020 of the
Company approved the Repurchase Plan for Part of the Company’s Domestically Listed Foreign Shares (B share), approving the Company to repurchase part of its domestically
listed foreign shares (B shares).
After above repurchase is completed, the 31st Meeting of the 8th Session of the Board of Directors held on March 29, 2021 and the 2020 Annual General Meeting of the
Company held on May 21st, 2021, approved the Proposal on the Cancellation of the Repurchased Shares and the Subsequent Decrease of the Registered Capital and
Proposal on Revisions to the Articles of Association of the Company, approving cancellation of repurchased shares and subsequent decrease of the Company’s registered
capital, as well as revision of the Articles of Association accordingly.




                                                                                   137
ADAMA Ltd                                                                                          Annual Report 2021


The registered status for the change in shares
√ Applicable □ Not applicable
From September 16, 2020, the first day the Company started repurchase, to December 6, 2020, when the repurchase
period expired, the Company repurchased 14,309,536 shares of B-Shares. On June 17, 2021, the Company completed
cancellation of above B shares at the Shenzhen Branch of China Securities Depository and Clearing Co., Ltd.     Please
refer to Announcement on the Completion of Cancelling Repurchased Shares and Share Capital Change (Announcement
No. 2021-26) for details.


Effects of the change in shares on the basic EPS, diluted EPS, net assets per share attributable to common shareholders
of the Company and other financial indexes over the last year and last period.
□ Applicable √ Not applicable


Other contents that the Company considered necessary or were required by the securities regulatory authorities to
disclose
□ Applicable √ Not applicable




                                                          138
ADAMA Ltd                                                                                     Annual Report 2021




2. Changes in restricted shares

√ Applicable □ Not applicable
                                                                                                                                                   Unit: share

          Shareholders            Restricted shares at   Shares released in the   Restricted shares     Ending shares   Restricted reasons      Date for
                                  the opening of the       Reporting Period       increased in the        restricted                            released
                                   Reporting Period                               Reporting Period


                                                                                                                                               six months
                                                                                                                         Shares held by a
                                                                                                                                                 after the
         Jiang Chenggang                 4,500                     0                     0                  4,500       supervisor should be
                                                                                                                                               expiration of
                                                                                                                             locked up.
                                                                                                                                                 the term
 Total                                   4,500                     0                     0                  4,500                --                 --




                                                                                  139
ADAMA Ltd                                                                                              Annual Report 2021


II.    Issuance and listing of securities

1. Issuance of securities (excluding preferred stock) during the Reporting Period

□ Applicable √ Not applicable


2. Explanation on changes in share capital & the structure of shareholders, the structure of assets
and liabilities

√ Applicable □ Not applicable
From September 16, 2020, the first day the Company started repurchase, to December 6, 2020, when the repurchase
period expired, the Company repurchased 14,309,536 shares of B-Shares by means of a centralized price bidding
transaction. On June 17, 2021, the Company completed cancellation of above B shares at the Shenzhen Branch of
China Securities Depository and Clearing Co., Ltd. After the cancellation is completed, the total B-share capital of the
Company decreased from 167,049,341 shares to 152,739,805 shares, the total share capital of the Company decreased
from 2,344,121,302 shares to 2,329,811,766 shares and the registered capital of the Company decreased from
2,344,121,302 RMB to 2,329,811,766 RMB. The Company completed industrial and commercial registration procedures
for the above change.




3. Shares held by internal staffs of the Company as a measure of the reform of State-Owned
Enterprises

□ Applicable √ Not applicable




                                                            140
ADAMA Ltd                                                                                       Annual Report 2021




III.      Particulars about the shareholders and actual controller

1. Total number of shareholders and their shareholding
                                                                                                                                                           Unit: share
                                  44,886 (the
                                   number of                                                                                            Total number of
                               ordinary A share                                                                                      preferred stockholder
    Total number of                             Total number of shareholders
                                shareholders is                                               Total number of preferred             with vote right restored
 shareholders as of the                            on the 30th trading day
                                    31,062;                                         43,735      stockholder with vote        0      on the 30th trading day     0
  end of the Reporting                          before the disclosure date of
                               the number of B                                                  right restored (if any)              before the disclosure
         Period                                        the annual report
                                     share                                                                                             date of the annual
                                shareholders is                                                                                              report
                                    13,824)
                                                         Shareholding of shareholders holding more than 5% shares
                                                                                            Increase and     Number of                       Pledged or frozen shares
                                                                                                                        Number of shares
                                                                  Number of shareholding     decrease of    shares held
                                    Nature of       Holding                                                             held not subject to Status
       Name of shareholder                                            at the end of the    shares during     subject to
                                  shareholder    percentage (%)                                                               trading          of         Amount
                                                                     Reporting Period         Reporting       trading
                                                                                                                            moratorium      shares
                                                                                               Period       moratorium
                                State-owned
Syngenta Group Co., Ltd.                               78.47%             1,828,137,961     119,687,202              --   1,828,137,961        --                --
                                legal person
China Cinda Asset               State-owned
                                                         1.34%               31,115,916                --            --      31,115,916        --                --
Management Co., Ltd.            legal person
Portfolio No.503 of National
                               Others                  0.64%               15,000,000        -8,000,052            --        15,000,000      --                 --
Social Security Fund
Huarong Ruitong Equity
                               State-owned
Investment Management                                  0.55%               12,885,906                --            --        12,885,906      --                 --
                               legal person
Co., Ltd.
Hong Kong Securities
                               Overseas legal
Clearing Company Ltd.                                  0.32%                7,485,077        1,536,757             --         7,485,077      --                 --
                               person
(HKSCC)
Bosera Funds-China
Merchants Bank- Bosera         Others                  0.28%                6,500,000        6,500,000             --         6,500,000      --                 --
Funds Xincheng No.2

                                                                                   141
ADAMA Ltd                                                                                             Annual Report 2021
Collective Asset
Management Plan
Bosera Funds-Postal
Savings Bank- Bosera
Funds Xincheng No.3          Others                    0.26%                   6,000,000           6,000,000              --           6,000,000        --                   --
Collective Asset
Management Plan
China Universal Fund-
Industrial Bank-China
Universal-Strategic
                             Others                    0.19%                   4,400,000           4,400,000              --           4,400,000        --                   --
Enhancement No.3
Collective Asset
Management Plan
Qichun County State-owned     State-owned
                                                        0.18%                  4,169,266                    --             --          4,169,266         --                  --
Assets Administration         legal person
                              Domestic
Zhu Shenglan                                            0.18%                  4,100,000             180,000               --          4,100,000         --                  --
                              Individual
Strategic investors or the general legal
person due to the placement of new
                                               Not applicable
shares become the top 10 shareholders (if
any)
                                               Syngenta Group Co., Ltd. is not related party or acting-in-concert party as prescribed in the Administrative Methods for Acquisition
Explanation on associated relationship
                                               of Listed Companies to other shareholders. It is unknown to the Company whether shareholders above are related parties or
or/and persons
                                               acting-in-concert parties as prescribed in the Administrative Methods for Acquisition of Listed Companies.
Description of the above shareholders
involved in proxy/trustee voting rights and Not applicable
abstention from voting rights
Special note on the existence of dedicated
accounts for repurchase among the top 10 Not applicable
shareholders (if any)
                                             Details of shares held by top 10 shareholders not subject to trading moratorium
                                                                                                 Number of shares held not                         Type of share
                                    Name of shareholder                                         subject to trading moratorium
                                                                                                                                         Type of share              Amount
                                                                                                    at the end of the period
Syngenta Group Co., Ltd.                                                                                 1,828,137,961               RMB ordinary share          1,828,137,961
China Cinda Asset Management Co., Ltd.                                                                     31,115,916                RMB ordinary share            31,115,916
Portfolio No.503 of National Social Security Fund                                                          15,000,000                RMB ordinary share           15,000,000
Huarong Ruitong Equity Investment Management Co., Ltd.                                                     12,885,906                RMB ordinary share           12,885,906

                                                                                       142
ADAMA Ltd                                                                                     Annual Report 2021
Hong Kong Securities Clearing Company Ltd. (HKSCC)                                                 7,485,077                 RMB ordinary share            7,485,077
Bosera Funds-China Merchants Bank- Bosera Funds Xincheng No.2 Collective Asset
                                                                                                   6,500,000                 RMB ordinary share            6,500,000
Management Plan
Bosera Funds-Postal Savings Bank- Bosera Funds Xincheng No.3 Collective Asset
                                                                                                   6,000,000                 RMB ordinary share            6,000,000
Management Plan
China Universal Fund-Industrial Bank-China Universal-Strategic Enhancement No.3
                                                                                                   4,400,000                 RMB ordinary share            4,400,000
Collective Asset Management Plan
Qichun County State-owned Assets Administration                                                      4,169,266                  RMB ordinary share         4,169,266
Zhu Shenglan                                                                                         4,100,000                  RMB ordinary share         4,100,000
Explanation on associated relationship among the top ten shareholders of tradable        Qichun County Administration of State-Owned Assets held shares of the
share not subject to trading moratorium, as well as among the top ten shareholders of    Company on behalf of the government. It is unknown whether the other
tradable share not subject to trading moratorium and top ten shareholders, or            shareholders are related parties or acting-in-concert parties as prescribed in the
explanation on acting-in-concert                                                         Administrative Methods for Acquisition of Listed Companies.
Particular about shareholder participate in the securities lending and borrowing         Shareholder Zhu Shenglan held 4,100,000 shares of the Company through a
business ( if any)                                                                       credit collateral securities trading account.




Did any top 10 common shareholders or the top 10 common shareholders not subject to trading moratorium of the Company carry out an agreed buy-back in the Reporting
Period?
□ Yes √ No
The top 10 common shareholders or the top 10 common shareholders of the Company were not subject to trading moratorium of the Company carry out an agreed buy-back in
the reporting period




                                                                                143
ADAMA Ltd                                                                                             Annual Report 2021




2. Particulars about the controlling shareholder

Nature of controlling shareholder: The central state-owned
Type of controlling shareholder: legal person
By the end of the Reporting Period, the particulars of the Company’s controlling shareholder are as follows:

                        Legal
    Name of
                   representative /       Date of
  controlling                                            Organization code                                                 Business scope
                      company          establishment
  shareholder
                      principal
                                                                                General projects: agricultural scientific research and experimental development; Engineering and
                                                                                technical research and experimental development; Natural science research and experimental
                                                                                development; Research and development of biopesticide technology; Technology, information, facility
                                                                                construction and operation and other services related to agricultural production and operation;
                                                                                Agricultural specialty and auxiliary activities; Information technology consulting services; Technical
                                                                                services, technical development, technical consultation, technical exchange, technology transfer and
                                                                                technology promotion; Research and development of biochemical product technology; Sales of
                                                                                chemical products (excluding licensed chemical products); Fertilizer sales; General cargo
    Syngenta
                    Ning Gaoning       June 27, 2019 91310000MA1FL6MN13 warehousing services (excluding hazardous chemicals and other items requiring license); Low
 Group Co., Ltd.
                                                                                temperature storage (excluding hazardous chemicals and other items requiring license); Socio
                                                                                economic advisory services; Import and export of goods; Technology import and export. (except for
                                                                                the projects that must be approved according to law, business activities shall be carried out
                                                                                independently and legally according to the business license).    Licensed projects: seed production of
                                                                                main crops; Crop seed business; Genetically modified crop seed production. (for projects that must
                                                                                be approved according to law, business activities shall be carried out only with the approval of relevant
                                                                                departments. The specific business projects shall be subject to the approval documents or licenses of
                                                                                relevant departments).
Shares held by the controlling shareholder in By the end of the Reporting Period, Syngenta Group directly holds 52.65% equity of SinoFert Holdings Limited and 36.17%
other    listed    companies      by    holding     or equity of Jiangsu Yangnong Chemical Co., Ltd., and indirectly holds 20.37% equity of Win-All High-tech Seed Co., Ltd. through
shareholding during the Reporting Period               China National Seed Group Co., Ltd.
Change of the controlling shareholder during the Reporting Period

                                                                                       144
ADAMA Ltd                                                                                           Annual Report 2021
□ Applicable √ Not applicable
The controlling shareholder did not change during the Reporting Period.
Note: 1. On August 30, 2021, the Company received the Notice of Sinochem Holdings Corporation Ltd. on the Initiation of Joint Restructuring Procedure released by Sinochem
Holdings stating that, Sinochem Holdings decided to initiate, starting from the date of the notice, the acquisition procedure for the listed companies associated with Sinochem
Group and ChemChina in accordance with the relevant provisions. On September 16, 2021, the Company received a letter from Sinochem Holdings, stating that the industrial
and commercial change registration on the transfer of equity in ChemChina to Sinochem Holdings has been completed. After the completion of such transfer, the controlling
shareholder and the actual controller of the Company remain unchanged. Please refer to Announcement on Equity Transfer of China National Chemical Corporation Ltd. at Nil
Consideration (Announcement No. 2021-38) and Announcement on Completion of Industrial and Commercial Registration of Changes on Equity Transfer of China National
Chemical Corporation Ltd. at Nil Consideration (Announcement No. 2021-39) for details.
On September 28, 2021, Syngenta Group forwarded to the Company the Shares Registration Confirmation Letter issued by China Securities Depository and Clearing Corporation
Limited, stating that the registration procedures for the free transfer of the 5.14% shares of the Company’s total share capital held by Jingzhou Sanonda Holdings Co., Ltd. to
Syngenta Group were completed on September 24 th, 2021. After the completion of the transfer, Syngenta Group holds 1,828,137,961 shares (accounting for 78.47% of the
Company’s total share capital). The controlling shareholder and the actual controller of the Company remain unchanged. Please refer to Announcement on the Completion of
the Registration of the Transfer of State-owned Shares held by the Controlling Shareholder (Announcement No. 2021-40) for details.




                                                                                      145
ADAMA Ltd                                                                                          Annual Report 2021




3. Particulars regarding actual controller and the persons acting in concert

Nature of actual controller: State-owned Assets Supervision and Administration Commission
Type of actual controller:   Legal person

                                            Legal representative /      Date of       Organization       Business
     Name of the actual controller
                                              company principal      establishment          code          scope

State-owned Assets Supervision and
Administration Commission of the State            Hao Peng           March 16, 2003           -              -
Council

Shares held by the actual controller
in other listed companies by holding
                                            Not applicable
or shareholding during the reporting
period

Change of the actual controller during the Reporting Period
□ Applicable √ Not applicable
The actual controller did not change during the Reporting Period.
Block diagram of equity and control relationship between the Company and actual controller:




The actual controller controls the Company via trust or other ways of asset management
□ Applicable √ Not applicable




                                                             146
ADAMA Ltd                                                                                           Annual Report 2021


4. The controlling shareholder or the largest shareholder of the Company and its concert parties
have pledged 80% of their shares in the Company

□ Applicable √ Not applicable


5. Particulars regarding other corporate shareholders with over 10% holdings

□ Applicable √ Not applicable


6. Particulars regarding restriction of reducing holding-shares of controlling shareholders, actual
controller, restructuring parties and other commitment entities

□ Applicable √ Not applicable




IV. Specific implementation of share repurchases during the reporting period
Progress of implementation of share repurchase
√ Applicable □ Not applicable


                                                                                                          Ratio of
                                                                                                      Repurchased
                                                                                                      Shares to the
 Disclosure   Number of                         Amount for      Proposed                   Number of       Target
                          Ratio to the                                      Repurchase
 Time of the Shares to be                           the        Repurchase                 Repurchased     Shares
                          Total Equity                                        Purpose
  Program Repurchased                           Repurchase        Period                     Shares    Involved in
                                                                                                        the Equity
                                                                                                         Incentive
                                                                                                       Plan (if any)
                             0.55%-1.1%        No more than Within 3       To protect the
                             against           132.56 million months since Company’s
                             2,344,121,30      RMB56.2        approval of  value and
                             2 shares, total                  the plan by  shareholders’
                             share capital                    the          interests, the
                             of the                           Company’s   repurchased
                             Company at                       shareholder shares will be
 August 21st,    13,000,000-                                                                           Not
                             that time                        meeting      cancelled      14,309,536
    2020         26,000,000                                                                           applicable
                                                                           resulting in a
                                                                           corresponding
                                                                           reduction of
                                                                           the
                                                                           Company’s
                                                                           registered
                                                                           capital.
Note: The repurchase of the B shares by the Company expired on December 6 th, 2020. From September 16, 2020 to
December 6, 2020, the Company repurchased 14,309,536 shares of B-Shares by means of a centralized price bidding
transaction through a special securities repurchase account for B-Shares, which accounts for 0.61% of the Company’s
total share capital. The highest transaction price is 5.22 HKD/share, the lowest transaction price is 4.27 HKD/share, and
the total payment amount is HKD 69,747,209 (including transaction fees). Please refer to Announcement on the Expiry of
the Repurchase Period and the Results of the B-Shares Repurchase (Announcement No. 2020-71) for details.

                                                          147
ADAMA Ltd                                                                                              Annual Report 2021


After above repurchase is completed, the 31st Meeting of the 8th Session of the Board of Directors held on March 29,
2021 and the 2020 Annual General Meeting of the Company held on May 21st, 2021, approved the Proposal on the
Cancellation of the Repurchased Shares and the Subsequent Decrease of the Registered Capital and Proposal on
Revisions to the Articles of Association of the Company, approving cancellation of repurchased shares and subsequent
decrease of the Company’s registered capital, as well as revision of the Articles of Association accordingly.
On June 17, 2021, the Company completed cancellation of above B shares at the Shenzhen Branch of China Securities
Depository and Clearing Co., Ltd. Please refer to Announcement on the Completion of Cancelling Repurchased Shares
and Share Capital Change (Announcement No. 2021-26) for details.


Status of reducing holding of repurchased shares in the way of centralized bidding
□ Applicable √ Not applicable




                                                            148
ADAMA Ltd                                                           Annual Report 2021


                                   Section VIII - Preferred stock

□ Applicable √ Not applicable
There was no preferred stock during Reporting Period.




                                                        149
ADAMA Ltd                                                        Annual Report 2021




                                  Section IX - Corporate Bonds

□ Applicable √ Not applicable




                                               150
ADAMA Ltd                                                                           Annual Report 2021




                                   Section X - Financial Report

  Type of auditor’s opinion                  Standard Unqualified Opinion
  Audit opinion signoff date                  March 29, 2022
  Name of the auditor                         Deloitte Touche Tohmatsu CPA LLP
  Reference number of the audit report        De Shi Bao (Shen) Zi (22) No P02154
  Name of CPA                                 Mou Zhengfei, Ji Yuting




                                                151
ADAMA Ltd                                                                                       Annual Report 2021




                                                  AUDITOR'S REPORT



                                                                                  De Shi Bao (Shen) Zi (22) No. P02154
                                                                                                          (Page 1 of 6)

   To the shareholders of ADAMA Ltd.:

   I. Opinion

   We have audited the financial statements of ADAMA Ltd. (hereinafter referred to as the "Company"), which comprise
   the consolidated and the Company's balance sheets as at 31 December 2021, and the consolidated and the Company's
   income statements, the consolidated and the Company's statements of changes in shareholders' equity and the consol-
   idated and the Company's statements of cash flows for the year then ended, and notes to the financial statements.

   In our opinion, the accompanying financial statements present fairly, in all material respects, the consolidated and the
   Company's financial position as of 31 December 2021, and the consolidated and the Company's results of operations
   and cash flows for the year then ended in accordance with Accounting Standards for Business Enterprises.

   II. Basis for Opinion

   We conducted our audit in accordance with China Standards on Auditing. Our responsibilities under those standards
   are further described in the Auditor's Responsibilities for the Audit of the Financial Statements section of our report.
   We are independent of the Company in accordance with the Code of Ethics for Chinese Certified Public Accountants
   (the "Code"), and we have fulfilled our other ethical responsibilities in accordance with the Code. We believe that the
   audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

   III. Key Audit Matters

   Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the
   financial statements for the current year. These matters were addressed in the context of our audit of the financial
   statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
   The followings are key audit matters that we have determined to communicate in the auditor's report.




                                                           152
ADAMA Ltd                                                                                      Annual Report 2021




                                           AUDITOR'S REPORT - continued



                                                                                  De Shi Bao (Shen) Zi (22) No. P02154
                                                                                                          (Page 2 of 6)



   III. Key Audit Matters - continued

   (I) Cut-off of revenue recognition

   Description

   ADAMA's sale revenue is mainly contributed by the sales of goods in about 100 countries all over the world. As stated
   in Note (V), 42 operating income, ADAMA's consolidated principal activities revenue for 2021 was RMB
   30,971,009,000, which was significant to the financial statements. As stated in Note (III), 24, ADAMA recognizes
   revenue when the customer obtains control over relevant commodities, and the Company has a risk of overstating the
   revenue by late cutoffs. Therefore, we considered the appropriateness of cutoffs and correctness of accounting periods
   for principal activities revenue recognition as a key audit matter.

   Audit response

   Our procedures in relation to this matter mainly include:

    1.   Testing and assessing the design, implementation and operating effectiveness of internal controls relating to the
       cut-off of principal activities revenue recognition;
    2. Reviewing the contracts with key customers for the terms and conditions relating to the transfer of controls of
       goods and services, and assessing whether the timing of principal activities revenue recognition complies with the
       Accounting Standards for Business Enterprises;
    3. Performing cut-off test by selecting samples from sales of goods recorded in the current year, checking the sup-
       porting documents such as sales invoices and inventory transfer documents, and checking whether the income is
       recorded in the correct accounting period;
    4. Performing analytic procedures and comparing whether there is abnormal fluctuation in the sales of the major
       sales regions in the current period and the previous period, and analyzing whether there is any abnormality in the
       sales return of the products.




                                                          153
ADAMA Ltd                                                                                       Annual Report 2021



                                            AUDITOR'S REPORT - continued



                                                                                  De Shi Bao (Shen) Zi (22) No. P02154
                                                                                                          (Page 3 of 6)

   III. Key Audit Matters - continued

   (II) Provision for Impairment of Goodwill on Crop Protection Units

   Description

   As stated in Note (V), 18, the carrying amount of goodwill was RMB4,409,599,000 as of 31 December 2021, which
   was mainly allocated to Crop Protection unit. As disclosed in Note III, 19 and 20, ADAMA’s goodwill arising from
   business combination is measured at the cost less the accumulated impairment loss after initial recognition, and should
   be entitled to impairment test at least at the end of each year. When performing impairment test of Crop Protection
   unit with goodwill allocated, the management determined the recoverable amount of relevant assets group of units
   based on the model of present value determined on future cash flows, which depend on the judgement of the manage-
   ment, it requires the management to estimate the cash flows from relevant assets group of units and select an appro-
   priate discount rate that reflects the time value of money in the current market and the specific risk of the assets. As
   significant accounting estimates and judgments are involved and the goodwill allocated to Crop Protection unit is
   significant in amount, we considered the provision for impairment of goodwill on Crop Protection unit as a key audit
   matter.

   Audit response

   Our procedures in relation to this matter mainly include:

    1. Testing and assessing the design, implementation and operating effectiveness of internal controls relating to the
       provision for impairment of goodwill on Crop Protection unit;
    2. Checking the basis on which the management allocated goodwill to Crop Protection unit and assessing the rea-
       sonableness;
    3. Reviewing and assessing the reasonableness of the management's adoption of discount cash flow model for the
       Crop Protection unit containing goodwill;
    4. Analyzing and reviewing the significant accounting estimates and judgements used in estimation of future cash
       flows, including the key parameters such as discount rate and growth rate, etc., with assistance from internal
       valuation specialist;
    5. Checking the expected future cash flows to historical data and other supporting evidence, and assess the reasona-
       bleness;
    6. Performing sensitivity analysis on possible changes in relevant key assumptions in impairment test models.




                                                           154
ADAMA Ltd                                                                                        Annual Report 2021




                                            AUDITOR'S REPORT - continued



                                                                                   De Shi Bao (Shen) Zi (22) No. P02154
                                                                                                           (Page 4 of 6)

   IV. Other Information

   Management of the Company is responsible for the other information. The other information comprises the infor-
   mation included in the 2021 annual report, but does not include the financial statements and our auditor's report thereon.

   Our opinion on the financial statements does not cover the other information and we do not express any form of
   assurance conclusion thereon.

   In connection with our audit of the financial statements, our responsibility is to read the other information and, in
   doing so, consider whether the other information is materially inconsistent with the financial statements or our
   knowledge obtained in the audit or otherwise appears to be materially misstated.

   If, based on the work we have performed, we conclude that there is a material misstatement of this other information;
   we are required to report that fact. We have nothing to report in this regard.

   V. Responsibilities of Management and Those Charged with Governance for the Financial Statements

   The management of the Company is responsible for the preparation and fair presentation of the financial statements
   in accordance with Accounting Standards for Business Enterprises, and designing, implementing and maintaining
   internal control that is necessary to enable the financial statements that are free from material misstatement, whether
   due to fraud or error.

   In preparing the financial statements, management is responsible for assessing the Company's ability to continue as a
   going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of ac-
   counting unless management either intends to liquidate the Company or to ceases operations, or has no realistic alter-
   native but to do so.

   Those charged with governance are responsible for overseeing the Company's financial reporting process.

   VI. Auditor's Responsibilities for the Audit of the Financial Statements

   Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from
   material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Rea-
   sonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with China
   Standards on Auditing will always detect a material misstatement when it exists. Misstatements can arise from fraud
   or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence
   the economic decisions of users taken on the basis of these financial statements.




                                                           155
ADAMA Ltd                                                                                       Annual Report 2021




                                            AUDITOR'S REPORT - continued



                                                                                   De Shi Bao (Shen) Zi (22) No. P02154
                                                                                                           (Page 5 of 6)

   VI. Auditor's Responsibilities for the Audit of the Financial Statements - continued

   As part of an audit in accordance with China Standards on Auditing, we exercise professional judgment and maintain
   professional skepticism throughout the audit. We also:

   (1) Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error,
       design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and
       appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from
       fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions,
       misrepresentations, or the override of internal control;

   (2) Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are ap-
       propriate in the circumstances;

   (3) Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and
       related disclosures made by the management;

   (4) Conclude on the appropriateness of the management' use of the going concern basis of accounting and, based on
       the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast
       significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncer-
       tainty exists, we are required to draw attention in our auditor's report to the related disclosures in the financial
       statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit
       evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the
       Company to cease to continue as a going concern;

   (5) Evaluate the overall presentation (including the disclosures), structure and content of the financial statements, and
       whether the financial statements represent the underlying transactions and events in a manner that achieves fair
       presentation;

   (6) Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activi-
       ties within the Company to express an opinion on the financial statements. We are responsible for the direction,
       supervision and performance of the group audit. We remain solely responsible for our audit opinion.

   We communicate with those charged with governance regarding, among other matters, the planned scope and timing
   of the audit and significant audit findings, including any significant deficiencies in internal control that we identify
   during our audit.




                                                           156
ADAMA Ltd                                                                                       Annual Report 2021




                                            AUDITOR'S REPORT - continued



                                                                                   De Shi Bao (Shen) Zi (22) No. P02154
                                                                                                           (Page 6 of 6)

    VI. Auditor's Responsibilities for the Audit of the Financial Statements - continued

    We also provide those charged with governance with a statement that we have complied with relevant ethical require-
    ments regarding independence, and to communicate with them all relationships and other matters that may reasonably
    be thought to bear on our independence, and where applicable, related safeguards.

    From the matters communicated with those charged with governance, we determine those matters that were of most
    significance in the audit of the financial statements of the current year and are therefore the key audit matters. We
    describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter or
    when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because
    the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such
    communication.



    Deloitte Touche Tohmatsu CPA LLP                                          Chinese Certified Public Accountant

    Shanghai China                                                                      Mou Zhengfei
                                                                                      (Engagement Partner)




                                                                              Chinese Certified Public Accountant
                                                                                         Ji Yuting




                                                                                           29 March 2022

This independent auditor's report of the financial statements and the accompanying financial statements are English
translations of the independent auditor's report and the financial statements prepared under accounting principles and
practices generally accepted in the People's Republic of China. These financial statements are not intended to present
the balance sheet and results of operations and cash flows in accordance with accounting principles and practices gen-
erally accepted in other countries and jurisdictions. In case the English version does not conform to the Chinese version,
the Chinese version prevails




                                                           157
ADAMA Ltd.                                                           Annual Report 2021


                                                               (Expressed in RMB '000)
Consolidated Balance Sheet

                                                 December 31          December 31
                                      Notes         2021                 2020
Current assets
Cash at bank and on hand                  V.1           5,818,835            3,863,886
Financial assets held for trading         V.2               1,479                1,253
Derivative financial assets               V.3             243,316            1,560,788
Bills receivable                          V.4              81,992              102,082
Accounts receivable                       V.5           8,362,493            8,766,869
Receivables financing                     V.6             120,157              109,483
Prepayments                               V.7             379,788              406,008
Other receivables                         V.8             691,939            1,310,029
Inventories                               V.9          11,750,162           10,338,273
Other current assets                      V.10            938,453              769,641
Total current assets                                   28,388,614           27,228,312

Non-current assets
Long-term receivables                     V.11             56,234               95,329
Long-term equity investments              V.12             15,335               14,081
Other equity investments                  V.13            152,118              152,200
Investment properties                                       3,716                4,364
Fixed assets                              V.14          8,048,389            6,576,116
Construction in progress                  V.15          2,143,400            1,405,328
Right-of-use assets                       V.16            463,915              483,618
Intangible assets                         V.17          5,326,288            5,226,455
Goodwill                                  V.18          4,409,599            4,584,226
Deferred tax assets                       V.19            723,075              773,673
Other non-current assets                  V.20            504,625              257,332
Total non-current assets                               21,846,694           19,572,722

Total assets                                           50,235,308           46,801,034




                                    158
ADAMA Ltd.                                                                                       Annual Report 2021

                                                                                           (Expressed in RMB '000)
Consolidated Balance Sheet (continued)

                                                                             December 31          December 31
                                                                     Notes      2021                 2020

Current liabilities
Short-term loans                                                     V.21            874,755             1,205,498
Derivative financial liabilities                                     V.22            176,206             1,463,614
Bills payable                                                        V.23            493,376               369,791
Accounts payable                                                     V.24          6,294,163             4,557,006
Contract liabilities                                                 V.25          1,381,311             1,092,253
Employee benefits payable                                            V.26          1,247,979             1,208,834
Taxes payable                                                        V.27            368,682               358,988
Other payables                                                       V.28          1,342,188             1,075,721
Non-current liabilities due within one year                          V.29          1,795,754             1,272,581
Other current liabilities                                            V.30            412,909               315,597
Total current liabilities                                                         14,387,323            12,919,883

Non-current liabilities
Long-term loans                                                      V.31          3,498,912             2,387,628
Debentures payable                                                   V.32          7,797,131             8,078,113
Lease liabilities                                                    V.33            362,086               379,190
Long-term payables                                                                    95,699                27,327
Long-term employee benefits payable                                  V.34            792,358               645,755
Provisions                                                           V.35            186,430               163,251
Deferred tax liabilities                                             V.19            380,138               331,942
Other non-current liabilities                                        V.36          1,660,148               434,030
Total non-current liabilities                                                     14,772,902            12,447,236

Total liabilities                                                                 29,160,225            25,367,119


Shareholders' equity
Share capital                                                        V.37          2,329,812             2,344,121
Capital reserve                                                      V.38         12,977,171            13,023,219
Less: Treasury shares                                                                      -                60,357
Other comprehensive income                                           V.39          (432,384)              (72,055)
Special reserves                                                                      19,857                15,960
Surplus reserve                                                      V.40            240,162               240,162
Retained earnings                                                    V.41          5,940,465             5,862,702
Total equity attributed to the shareholders
of the company                                                                    21,075,083            21,353,752

Non-controlling interests                                                                   -              80,163


Total Equity                                                                      21,075,083            21,433,915

Total liabilities and equity                                                      50,235,308            46,801,034




                                     Ignacio Dominguez

                                     Legal representative
                                     Chief of the accounting work
                                     Chief of the accounting organ


These financial statements were approved by the Board of Directors of the Company on March 29, 2022.

The notes form part of these financial statements.

                                                              159
ADAMA Ltd.                                                                    Annual Report 2021

                                                                       (Expressed in RMB '000)
Balance Sheet

                                                             December 31       December 31
                                                     Notes      2021              2020
 Current assets
 Cash at bank and on hand                            XV.1           265,558          1,034,812
 Accounts receivable                                 XV.2           208,109            387,117
 Receivables financing                               XV.3            11,752             25,060
 Prepayments                                                         29,364              5,973
 Other receivables                                   XV.4            21,496             27,138
 Inventories                                                        220,329            141,235
 Other current assets                                                44,221             42,243
 Total current assets                                               800,829          1,663,578

 Non-current assets
 Long-term equity investments                        XV.5        17,511,352         16,663,212
 Other equity investments                                            84,720             85,495
 Investment properties                                                3,716              4,364
 Fixed assets                                                     1,264,210            784,218
 Construction in progress                                           728,742            992,863
 Right-of-use assets                                                  5,453                 37
 Intangible assets                                                  265,510            220,963
 Deferred tax assets                                                 60,668             66,036
 Other non-current assets                                           560,982            238,750
 Total non-current assets                                        20,485,353         19,055,938

 Total assets                                                    21,286,182         20,719,516

 Current liabilities
 Short-term loans                                                                      100,000
 Bills payables                                                      20,415             19,600
 Accounts payables                                                  205,985            324,047
 Contract liabilities                                                10,145             17,480
 Employee benefits payable                                           28,880             99,808
 Taxes payable                                                        2,662              3,143
 Other payables                                                     560,098            240,939
 Non-current liabilities due within one year                        612,666             39,302
 Total current liabilities                                        1,440,851            844,319

 Non-current liabilities
 Long-term loans                                                    905,840            941,430
 Lease liabilities                                                    2,925                  -
 Long-term employee benefits payable                                 99,495             89,658
 Provisions                                                          44,385             44,743
 Other non-current liabilities                                      312,130            143,770
 Total non-current liabilities                                    1,364,775          1,219,601


 Total liabilities                                                2,805,626          2,063,920

 Shareholders’ equity
 Share capital                                       V.37         2,329,812          2,344,121
 Capital reserve                                                 15,523,881         15,569,929
 Less: Treasury shares                                                    -             60,357
 Other comprehensive income                                          30,668             47,390
 Special reserves                                                    20,548             16,651
 Surplus reserve                                                    240,162            240,162
 Retained earnings                                   V.41           335,485            497,700
 Total shareholders’ equity                                     18,480,556         18,655,596
 Total liabilities and shareholders’ equity                     21,286,182         20,719,516




                                               160
ADAMA Ltd.                                                                                                      Annual Report 2021

                                                                                                          (Expressed in RMB '000)
Consolidated Income Statement

                                                                                            Year ended December 31
                                                                                    Notes   2021             2020

 I.     Operating income                                                            V.42    31,038,605         28,444,833
          Less:           Cost of sales                                             V.42    23,412,519         20,071,035
                          Taxes and surcharges                                      V.43       106,282             88,591
                          Selling and Distribution expenses                         V.44     4,019,257          4,945,345
                          General and administrative expenses                       V.45     1,089,599          1,043,708
                         Research and Development expenses                          V.46       501,377            478,778
                          Financial expenses                                        V.47     1,939,422          1,847,189
                                            Including: Interest expense                        659,690            679,225
                                                     Interest income                            65,059             64,022
          Add:           Investment income (loss), net                              V.48       928,947            206,502
                                Including: Income from investment
                                        in associates and joint ventures                          5,923            15,584
                          Gain (loss) from changes in fair value                    V.49     (321,094)            540,698
                          Credit impairment reversal (losses)                       V.50        10,884           (25,949)
                          Asset impairment reversal (losses)                        V.51      (70,267)          (164,154)
                          Gain from disposal of assets                              V.52        (2,604)            10,750
 II.     Operating profit                                                                      516,015            538,034

          Add:                Non-operating income                                             65,240              77,025
          Less:               Non-operating expenses                                           37,453              39,847
 III.    Total profit                                                                         543,802             575,212

          Less: Income tax expenses                                                 V.53      380,489             222,459

 IV.      Net profit                                                                          163,313             352,753
 (1).                 Classified by nature of operations
                   (1.1). Continuing operations                                               163,313             352,753
 (2).                Classified by ownership
                   (2.1). Shareholders of the Company                                         157,397             352,753
                   (2.2). Non-controlling interests                                             5,916                   -

 V.          Other comprehensive income, net of tax                                 V. 39    (360,329)         (1,264,736)
         Other comprehensive income (net of tax)
               attributable to shareholders of the Company                                   (360,329)         (1,264,736)
               (1) Items that will not be reclassified to profit or loss:                     (31,262)              36,109
                    (1.1) Re-measurement of defined benefit plan liability                    (30,603)              29,618
         (1.2) Fair Value changes in other equity investment                                     (659)                6,491
               (2) Items that were or will be reclassified to profit or loss                 (329,067)         (1,300,845)
                      (2.1) Effective portion of gains or loss of cash flow hedge              252,674           (175,187)
                     (2.2) Translation differences of foreign financial state-               (581,741)
 ments                                                                                                         (1,125,658)

 VI.     Total comprehensive income for the period                                           (197,016)          (911,983)
         Total comprehensive income for the period
                 attributable to shareholders of the Company                                 (202,932)          (911,983)
         Total comprehensive income for the period
                 attributable to Non-controlling interests                                       5,916                   -

 VII. Earnings per share                                                            XIV.2
 (1) Basic earnings per share (Yuan/share)                                                        0.07               0.15
 (2) Diluted earnings per share (Yuan/share)                                                      N/A                N/A




                                                                        161
ADAMA Ltd.                                                                                             Annual Report 2021


                                                                                                (Expressed in RMB '000)
Income Statement

                                                                                         Year ended December 31
                                                                                 Notes   2021             2020

 I.    Operating income                                                          XV.6     1,157,419          1,516,459
        Less:     Operating costs                                                XV.6     1,062,232          1,177,550
                  Taxes and surcharges                                                         6,637             6,033
                  Selling and Distribution expenses                                            5,897            46,036
                  General and administrative expenses                                       156,141            179,481
                  Research and Development expenses                                           44,661            49,219
                  Financial expenses (income)                                                 17,599            23,671
                                      Including: Interest expense                             26,101             9,757
                                                 Interest income                              14,491            18,382
        Add:      Investment income (loss), net                                                1,808          (16,173)
                  Gain from changes in fair value (“-” means loss)                         (6,070)                 -
                 Credit impairment reversal (losses)                                           (301)             4,071
                 Asset Impairment reversal (losses)                                          (9,369)          (17,655)
                 Gain from disposal of assets                                                 16,630             4,174
 II.   Operating Profit                                                                   (133,050)              8,886

       Add:       Non-operating income                                                       15,647             13,730
       Less:     Non-operating expenses                                                       2,051              1,934
 III. Total profit                                                                        (119,454)             20,682

 Less:    Income tax expense (income)                                                         5,484            25,407
 IV. Net profit (loss)                                                                    (124,938)            (4,725)

 V.    Other comprehensive income, net of tax                                              (16,722)               6,082
 (1)        Items that will not be reclassified to profit or loss                          (16,722)               6,082
                        (1.1) Re-measurement of defined benefit plan liability             (16,064)               (411)
                        (1.2) FV changes in other equity investment                           (658)               6,493
 VI.    Total comprehensive income (loss) for the period                                  (141,660)               1,357




                                                                       162
     ADAMA Ltd.                                                                                           Annual Report 2021

                                                                                                   (Expressed in RMB '000)
     Consolidated Cash Flow Statement

                                                                                            Year ended December 31
                                                                                  Notes     2021             2020
     I.    Cash flows from operating activities:
           Cash received from sale of goods and rendering of services                       30,128,925         26,822,969
           Refund of taxes and surcharges                                                      184,881            213,704
           Cash received relating to other operating activities                  V.55(1)       864,848            693,212
           Sub-total of cash inflows from operating activities                              31,178,654         27,729,885

           Cash paid for goods and services                                                 20,020,798         18,671,558
           Cash paid to and on behalf of employees                                           3,615,590          3,605,027
           Payments of taxes and surcharges                                                    449,010            385,056
           Cash paid relating to other operating activities                      V.55(2)     2,531,381          3,045,229
           Sub-total of cash outflows from operating activities                             26,616,779         25,706,870

           Net cash flows from operating activities                              V.56(1)a    4,561,875          2,023,015

     II.   Cash flows from investing activities:
           Cash received from disposal of investments                                            3,864             29,808
           Cash received from returns of investments                                               867             55,078
           Net cash received from disposal of fixed assets, intangible                          27,456             22,678
           assets and other long-term assets
           Cash received relating to other investing activities                  V.55(3)         8,562              3,223
           Sub-total of cash inflows from investing activities                                  40,749            110,787

           Cash paid to acquire fixed assets, intangible assets and
           other long-term assets                                                            2,589,460          1,969,793
           Cash paid for acquisition of investments                                              2,225             53,422
           Net cash paid to acquire subsidiaries or other business units                       655,039            371,192
           Cash paid relating to other investing activities                      V.55(4)       177,476             48,348
           Sub-total of cash outflows from investing activities                              3,424,200          2,442,755

           Net cash flows used in investing activities                                      (3,383,451)        (2,331,968)

     III. Cash flows from financing activities:
           Cash received from borrowings                                                     4,565,565          3,772,193
           Cash received from issuance of debentures                                                 -            692,893
           Cash received from other financing activities                         V.55(5)     1,124,944            220,738
           Sub-total of cash inflows from financing activities                               5,690,509          4,685,824

           Cash repayments of borrowings                                                     3,670,409          3,405,046
           Cash payment for dividends, profit distributions and interest                       791,993            728,369
              Including: Dividends paid to non-controlling interest                             42,357             34,865
           Cash paid relating to other financing activities                      V.55(6)       390,944            409,358
           Sub-total of cash outflows from financing activities                              4,853,346          4,542,773

           Net cash flows from financing activities                                           837,163             143,051

     IV.   Effects of foreign exchange rate changes on cash and cash equiva-
           lents                                                                              (91,178)          (318,934)

     V.  Net increase in cash and cash equivalents                               V.56(1)b    1,924,409          (484,836)
         Add: Cash and cash equivalents at the beginning of the year                         3,835,071          4,319,907
I.   VI. Cash and cash equivalents at the end of the period                      V.56(2)     5,759,480          3,835,071




                                                                           163
ADAMA Ltd.                                                                                              Annual Report 2021

                                                                                                 (Expressed in RMB '000)
Cash Flow Statement

                                                                                          Year ended December 31
                                                                                Notes     2021              2020
I.    Cash flows from operating activities:
      Cash received from sale of goods and rendering of services                           1,122,545           1,275,007
      Refund of taxes and surcharges                                                          65,104              91,565
      Cash received relating to other operating activities                     XV.7(1)       126,387              31,031
      Sub-total of cash inflows from operating activities                                  1,314,036           1,397,603

      Cash paid for goods and services                                                       923,676           1,032,657
      Cash paid to and on behalf of employees                                                185,037             208,933
      Payments of taxes and surcharges                                                        10,936               9,234
      Cash paid relating to other operating activities                         XV.7(2)       108,015             242,563
      Sub-total of cash outflows from operating activities                                 1,227,664           1,493,387

      Net cash flows from (used in) operating activities                        XV.8          86,372            (95,784)

II.   Cash flows from investing activities:
      Cash received from returns of investments                                                1,808               2,583
      Net cash received from disposal of fixed assets, intangible assets and
      other long-term assets                                                                  19,360               4,357
      Sub-total of cash inflows from investing activities                                     21,168               6,940


      Cash paid to acquire fixed assets, intangible assets and
      other long-term assets                                                                 380,744            519,363
      Cash paid for acquisition of investments                                               697,909            276,000
      Cash paid for other investing activities                                                     -            150,000
      Sub-total of cash outflows from investing activities                                 1,078,653            945,363

      Net cash flows used in investing activities                                         (1,057,485)          (938,423)

III. Cash flows from financing activities:
      Cash received from borrowings                                                          758,200           1,094,232
      Cash received relating to other financing activities                     XV.7.(3)       12,345              21,177
      Sub-total of cash inflows from financing activities                                    770,545           1,115,409

      Cash repayments of borrowings                                                          295,046            333,500
      Cash payment for dividends, profit distributions or interest                            86,524             34,407
      Cash paid relating to other financing activities                         XV.7.(4)      178,186             66,971
      Sub-total of cash outflows from financing activities                                   559,756            434,878

      Net cash flow provided by (used in) financing activities                               210,789            680,531

IV. Effects of foreign exchange rate changes on cash and cash equivalents                     (3,000)           (19,560)

V.   Net decrease in cash and cash equivalents                                             (763,324)           (373,236)
     Add: Cash and cash equivalents at the beginning of the year               XV.8(2)     1,022,758           1,395,994
VI. Cash and cash equivalents at the end of the period                         XV.8(2)       259,434           1,022,758




                                                                     164
ADAMA Ltd.                                                                                                                                                                                 Annual Report 2021

                                                                                                                                                                                            (Expressed in RMB '000)
Consolidated Statement of Changes in Shareholders’ Equity

For the year ended December 31, 2021




                                                                                     Attributable to shareholders of the Company



                                                                                                Other compre-
                                           Share capi-   Capital re-       Less: Treasury        hensive in-          Special        Surplus re-   Retained earn-                 Non-controlling
                                              tal *       serve *             shares *              come              reserves         serve            ings        Total            interests          Total equity

I. Balance at January 1, 2021               2,344,121    13,023,219                60,357            (72,055)           15,960          240,162        5,862,702    21,353,752             80,163           21,433,915

II. Changes in equity for the period         (14,309)       (46,048)             (60,357)           (360,329)            3,897                 -          77,763      (278,669)          (80,163)            (358,832)
1. Total comprehensive income                       -              -                    -           (360,329)                -                 -         157,397      (202,932)             5,916            (197,016)
2. Owner’s contributions and reduction      (14,309)       (46,048)             (60,357)                   -                -                 -               -              -          (86,079)             (86,079)
    2.1 Cancellation of shares               (14,309)       (46,048)             (60,357)                   -                -                 -               -              -                 -                    -
    2.2 Non-controlling interests in re-            -              -                    -                   -                -                 -               -              -          (86,079)             (86,079)
    spect of business combination
3. Appropriation of profits                          -                 -                    -               -                    -             -         (79,634)      (79,634)                     -         (79,634)
    3.1 Distribution to owners                       -                 -                    -               -                    -             -         (37,277)      (37,277)                     -         (37,277)
    3.2 Distribution to non-controlling
    interest                                        -             -                         -               -                 -               -         (42,357)      (42,357)                      -         (42,357)
4. Special reserve                                  -             -                         -               -             3,897               -                -          3,897                     -             3,897
    4.1 Transfer to special reserve                 -             -                         -               -             7,733               -                -          7,733                     -             7,733
    4.2 Amount utilized                             -             -                         -               -           (3,836)               -                -        (3,836)                     -           (3,836)
III. Balance at December 31, 2021           2,329,812    12,977,171                         -       (432,384)           19,857          240,162        5,940,465    21,075,083                      -       21,075,083



* For further information of the changes during the period see Note V.37 – Share capital.




                                                                                                                165
 ADAMA Ltd.                                                                                                                                                                       Annual Report 2021

                                                                                                                                                                                        (Expressed in RMB '000)
Statement of Changes in Shareholders’ Equity

 For the year ended December 31, 2020




                                                                                 Attributable to shareholders of the Company



                                                                                            Other compre-
                                           Share capi-   Capital re-   Less: Treasury        hensive in-          Special        Surplus re-   Retained earn-                 Non-controlling
                                              tal *       serve *         shares *              come              reserves         serve            ings        Total            interests       Total equity

 I. Balance at January 1, 2020
                                            2,446,554    12,903,168                     -       1,192,681           14,927          240,162        5,574,173    22,371,665                  -          22,371,665

 II. Changes in equity for the period       (102,433)       120,051            60,357          (1,264,736)           1,033                 -         288,529    (1,017,913)            80,163           (937,750)
 1. Total comprehensive income                      -             -                 -          (1,264,736)               -                 -         352,753      (911,983)                 -           (911,983)
 2. Owner’s contributions and reduction    (102,433)       120,051            60,357                    -               -                 -               -       (42,739)            80,163              37,424
     2.1 Repurchase of shares               (102,433)       102,433            60,357                    -               -                 -               -       (60,357)                 -            (60,357)
     2.2 Non-controlling interests in               -             -                 -                    -               -                 -               -              -            80,163              80,163
     respect of business combination
     2.3 Other                                       -        17,618                    -                -                   -             -                -        17,618                 -              17,618
 3. Appropriation of profits                         -             -                    -                -                   -             -         (64,224)      (64,224)                 -            (64,224)
     3.1 Distribution to owners                      -             -                    -                -                   -             -         (29,359)      (29,359)                 -            (29,359)
     3.2 Distribution to non-controlling             -             -                    -                -                   -             -         (34,865)      (34,865)                 -            (34,865)
     interest
 4. Special reserve                                 -             -                 -                   -             1,033               -                -          1,033                 -                1,033
     4.1 Transfer to special reserve                -             -                 -                   -             7,511               -                -          7,511                 -                7,511
     4.2 Amount utilized                            -             -                 -                   -           (6,478)               -                -        (6,478)                 -              (6,478)
 III. Balance at December 31, 2020          2,344,121    13,023,219            60,357            (72,055)           15,960          240,162        5,862,702    21,353,752             80,163          21,433,915



 * For further information of the changes during the year see Note V.37 – Share capital.




                                                                                                            166
      ADAMA Ltd.
                                                                                                                                                 Annual Report 2021

                                                                                                                                       (Expressed in RMB '000)
    Statement of Changes in Shareholders’ Equity

      For the year ended December 31, 2021

                                                                              Attributable to shareholders of the Company
                                                                              Less:
                                                   Share      Capital re-   treasury       Other compre-           Special          Surplus        Retained
                                                   capital      serve         share        hensive income          reserves         reserve        earnings         Total

I.    Balance at January 1, 2021                2,344,121      15,569,929      60,357                   47,390           16,651       240,162         497,700     18,655,596
II. Changes in equity for the period             (14,309)        (46,048)    (60,357)                 (16,722)            3,897             -       (162,215)      (175,040)
1.    Total comprehensive income                        -               -           -                 (16,722)                -             -       (124,938)      (141,660)
2.    Owner’s contributions and reduction       (14,309)        (46,048)    (60,357)                        -                -             -                 -             -
   2.1 Cancellation of shares                    (14,309)        (46,048)    (60,357)                        -                -             -                 -             -
3.    Appropriation of profits                          -               -           -                        -                -             -        (37,277)       (37,277)
   3.1 Transfer to Distribution to shareholders         -               -           -                        -                -             -        (37,277)       (37,277)
4.    Special reserve                                   -               -           -                        -         3,897                -                 -         3,897
   4.1 Transfer to special reserve                      -               -           -                        -         7,733                -                 -         7,733
      4.2 Amount utilized                               -               -           -                        -       (3,836)                -                 -       (3,836)
Ⅲ. Balance at December 31, 2021                2,329,812      15,523,881           -                  30,668            20,548       240,162         335,485     18,480,556




    For the year ended December 31, 2020

                                                                            Attributable to shareholders of the Company
                                                                                            Other
                                                                                            com-
                                                                              Less:        prehen-
                                                              Capital re-   treasury       sive in-     Special re-        Surplus re-      Retained
                                           Share capital        serve         share         come          serves             serve          earnings              Total

I.    Balance at January 1, 2020                  2,446,554    15,449,878           -        41,308          12,973               240,162       531,784            18,722,659
II. Changes in equity for the period              (102,433)       120,051      60,357         6,082              3,678                  -     (34,084)                (67,063)
1.    Total comprehensive income                          -             -              -      6,082                  -                  -      (4,725)                   1,357
2.    Owner’s contributions and reduction        (102,433)       120,051      60,357                                                                                 (42,739)
   2.1 Repurchase of shares                       (102,433)       102,433      60,357             -                  -                  -             -               (60,357)
   2.2 Other                                              -        17,618              -          -                  -                  -             -                 17,618
3.    Appropriation of profits                            -             -              -          -                  -                  -     (29,359)                (29,359)
   3.1 Transfer to Distribution to shareholders           -             -              -          -                  -                  -     (29,359)                (29,359)
4.    Special reserve                                     -             -              -          -            3,678                    -             -                  3,678
   4.1 Transfer to special reserve                        -             -              -          -            7,511                    -             -                  7,511
      4.2 Amount utilized                                 -             -              -          -          (3,833)                    -             -                (3,833)
Ⅲ. Balance at December 31, 2020                  2,344,121    15,569,929      60,357        47,390          16,651               240,162       497,700            18,655,596




                                                                             167
                                                                                                               ADAMA Ltd.
                                                                                                    (Expressed in RMB '000)
Notes to the Financial Statements


I        BASIC CORPORATE INFORMATION

         ADAMA Ltd. (hereinafter the “Company” or the “Group”) is a company limited by shares established in
         China with its head office located in Hubei Jingzhou.

         In June 2020, the controlling shareholder of the Company changed from China National Agrochemical Co,.
         Ltd. (hereinafter – “CNAC") to Syngenta Group Co., Ltd. (hereinafter “Syngenta Group”). As of August
         2021, following the combination between China National Chemical Co., Ltd. (hereinafter - “ChemChina”)
         and Sinochem Holdings Corporation Ltd. (hereinafter - “Sinochem Holdings”), Syngenta Group, and subse-
         quently the Company, are ultimately controlled by Sinochem Holdings - parent of both ChemChina and
         Sinochem Group Co., Ltd. (hereinafter “Sinochem Holdings”), subordinated to SASAC.

         The principal activities of the Company and its subsidiaries (together referred to as the “Group”) are engaged
         in development, manufacturing and marketing of agrochemicals, intermediate materials for other industries,
         food additives and synthetic aromatic products, mainly for export. For information about the largest subsid-
         iaries of the Company, refer to Note VII.

         The Company’s consolidated financial statements had been approved by the Board of Directors of the Com-
         pany on March 29, 2022.

         Details of the scope of consolidated financial statements are set out in Note VII "Interest in other entities",
         whereas the changes of the scope of consolidation are set out in Note VI "Changes in consolidation scope".

II       BASIS OF PREPARATION

1.       Basis of preparation

         The Group has adopted the Accounting Standards for Business Enterprises issued by the Ministry of Finance
         (the "MoF"). In addition, the Group has disclosed relevant financial information in these financial statements
         in accordance with Information Disclosure and Presentation Rules for Companies Offering Securities to the
         Public No. 15-General Provisions on Financial Reporting (revised by China Securities Regulatory Com-
         mission (hereinafter "CSRC”) in 2014).

2.       Accrual basis and measurement principle

         The Group has adopted the accrual basis of accounting. Except for certain financial instruments which are
         measured at fair value, deferred tax assets and liabilities, assets and liabilities relating to employee benefits,
         provisions, and investments in associated companies and joint ventures, the Group adopts the historical cost
         as the principle of measurement in the financial statements. Where assets are impaired, provisions for asset
         impairment are made in accordance with relevant requirements.

         In the historical cost measurement, assets obtained shall be measured at the amount of cash or cash equiva-
         lents or fair value of the consideration paid. Liabilities shall be measured at the actual amount of cash or
         assets received, or the contractual amount in a present obligation, or the prospective amount of cash or cash
         equivalents paid to discharge the liabilities.

         Fair value is the amount for which an asset could be exchanged, or a liability settled, between knowledgeable,
         willing market participants in an arm’s length transaction at the measurement date. Fair value measured and
         disclosed in the financial statements are determined on this basis whether it is observable or estimated by
         valuation techniques.

                                                            168
                                                                                                             ADAMA Ltd.
                                                                                                  (Expressed in RMB '000)
Notes to the Financial Statements


II       BASIS OF PREPARATION - (cont’d)

2.       Accrual basis and measurement principle - (cont’d)

         The following table provides an analysis, grouped into Levels 1 to 3 based on the degree to which the fair
         value input is observable and significant to the fair value measurement as a whole:

         Level 1 - based on quoted prices (unadjusted) in active markets;

          Level 2 - based on valuation techniques for which the lowest level input that is significant to the fair value
                    measurement is observable (other than quoted prices included within Level 1), either directly or
                    indirectly;

          Level 3 - based on valuation techniques for which the lowest level input that is significant to the fair value
                    measurement is unobservable.

3.       Going concern

         The financial statements have been prepared on the going concern basis.

         The Group has performed going concern assessment for the following 12 months from December 31, 2021
         and have not identified any significant doubtful matter or event on the going concern, as such the financial
         statement have been prepared on the going concern basis.

III      SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES

1.       Statement of compliance

         These financial statements are in compliance with the Accounting Standards for Business Enterprises to truly
         and completely reflect the Company's consolidated financial position as at December 31, 2021 and the Com-
         pany's consolidated operating results, changes in shareholders' equity and cash flows for the twelve months
         then ended.

2.       Accounting period

         The Group has adopted the calendar year as its accounting year, i.e. from 1 January to 31 December.

3.       Business cycle

         The company takes the period from the acquisition of assets for processing to their realisation in cash or cash
         equivalents as a normal operating cycle. The operating cycle for the company is 12 months.

4.       Reporting currency

         The Company and its domestic subsidiaries choose Renminbi (hereinafter "RMB") as their functional cur-
         rency. Functional currencies of overseas subsidiaries are determined on the basis of the principal economic
         environment in which the overseas subsidiaries operate. The functional currency of the overseas subsidiaries
         is mainly the United States Dollar (hereinafter "USD"). The presentation currency of these financial state-
         ments is Renminbi.



                                                           169
                                                                                                               ADAMA Ltd.
                                                                                                    (Expressed in RMB '000)
Notes to the Financial Statements


III      SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

5.       Business combinations

5.1      Business combinations involving enterprises under common control

         A business combination involving enterprises under common control is a business combination in which all
         of the combining enterprises are ultimately controlled by the same party or parties both before and after the
         combination, and that control is not transitory. Assets and liabilities obtained shall be measured at their
         respective carrying amounts as recorded by the combining entities at the date of the combination. The dif-
         ference between the carrying amount of the net assets obtained and the carrying amount of the consideration
         paid for the combination is adjusted to the share premium in capital reserve. If the share premium is not
         sufficient to absorb the difference, any excess shall be adjusted against retained earnings. Costs that are
         directly attributable to the combination are charged to profit or loss in the period in which they are incurred.

5.2      Business combinations not involving enterprises under common control and goodwill.

         A business combination not involving enterprises under common control is a business combination in which
         all of the combining enterprises are not ultimately controlled by the same party or parties before and after
         the combination.

         The costs of business combination are the fair value of the assets paid, liabilities incurred or assumed and
         equity instruments issued by the acquirer for the purpose of achieving the control rights over the acquiree.

         The intermediary costs such as audit, legal services and assessment consulting costs and other related man-
         agement costs that are directly attributable to the combination by the acquirer are charged to profit or loss in
         the period in which they are incurred. Direct capital issuance costs incurred in respect of equity instruments
         or liabilities issued pursuant to the business combination should be charged to the respect equity instruments
         or liabilities upon initial recognition of the underlying equity instruments or liabilities.

         The acquiree’s identifiable assets, liabilities and contingent liabilities acquired by the acquirer in a business
         combination, that meet the recognition criteria shall be measured at fair value at the acquisition date. Where
         the cost of combination exceeds the acquirer’s interest in the fair value of the acquiree’s identifiable net
         assets, the difference is treated as an asset and recognized as goodwill, which is measured at cost on initial
         recognition. Where the cost of combination is less than the acquirer’s interest in the fair value of the ac-
         quiree’s identifiable net assets, the remaining difference is recognized immediately in profit or loss for the
         current year.

         The goodwill raised because of the business combination should be separately disclosed in the consolidated
         financial statement and measured by the initial amount less any accumulative impairment provision.

         In a business combination achieved in stages, the Group remeasure its previously held equity interest in the
         acquiree at its acquisition-date fair value and recognise the resulting gain or loss, if any, in profit or loss.




                                                            170
                                                                                                               ADAMA Ltd.
                                                                                                    (Expressed in RMB '000)
Notes to the Financial Statements


III      SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

6.       Basis for preparation of consolidated financial statements

         The scope of consolidation in consolidated financial statements is determined on the basis of control. Control
         is achieved when the Company has power over the investee; is exposed, or has rights, to variable returns
         from its involvement with the investee; and has the ability to use its power to affect its returns.

         For a subsidiary disposed of by the Group, the operating results and cash flows before the date of disposal
         (the date when control is lost) are included in consolidated income statement and consolidated statement of
         cash flows.

         For a subsidiary acquired through a business combination not involving enterprises under common control,
         the operating results and cash flows from the acquisition date (the date when control is obtained) are included
         in consolidated income statement and consolidated statement of cash flows.

         For a subsidiary acquired through a business combination involving enterprises under common control, it
         will be fully consolidated into consolidated financial statements from the date on which the subsidiary was
         ultimately under common control by the same party or parties.

         The significant accounting policies and accounting years adopted by the subsidiaries are determined based
         on the uniform accounting policies and accounting years set out by the Company.

         All significant intra-group balances, transactions and unrealized profits are eliminated on consolidation.

         The portion of subsidiaries' equity that is not attributable to the Company is treated as non-controlling inter-
         ests and presented as "non-controlling interests" in the shareholders’ equity in consolidated balance sheet.
         The portion of net profits or losses of subsidiaries for the period attributable to non-controlling interests is
         presented as "non-controlling interests" in consolidated income statement below the "net profit" line item.
         Total comprehensive income attributable to non-controlling shareholders is presented separately in the con-
         solidated income statement below the total comprehensive income line item.

         When the amount of loss for the period attributable to the non-controlling shareholders of a subsidiary ex-
         ceeds the non-controlling shareholders' portion of the opening balance of owners' equity of the subsidiary,
         the excess amount is still allocated against non-controlling interests.

         Acquisition of non-controlling interests or disposal of equity interest in a subsidiary that does not result in
         the loss of control over the subsidiary is accounted for as equity transactions. The carrying amounts of the
         Company's interests and non-controlling interests are adjusted to reflect the changes in their relative interests
         in the subsidiary. The difference between the amount by which the non-controlling interests are adjusted and
         the fair value of the consideration paid or received is adjusted to capital reserve under owners' equity. If the
         capital reserve is not sufficient to absorb the difference, the excess is adjusted against retained earnings.
         Other comprehensive income attributed to the non-controlling interest is reattributed to the shareholders of
         the company.




                                                           171
                                                                                                               ADAMA Ltd.
                                                                                                    (Expressed in RMB '000)
Notes to the Financial Statements


III      SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

6.       Basis for preparation of consolidated financial statements - (cont’d)

         A put option issued by the Group to holders of non-controlling interests that is settled in cash or other finan-
         cial instrument is recognized as a liability at the present value of the exercise price (according to the "antic-
         ipated acquisition method"). The Group’s share of a subsidiary’s profits includes the share of the holders of
         the non-controlling interests to which the Group issued a put option.

         In cases which the Group has a Call option in addition to the Put option above, due to the anticipated acqui-
         sition method implementation no value is given to the Call option in the consolidated financial statements.

         When the Group loses control over a subsidiary due to disposal of certain equity interest or other reasons,
         any retained interest is re-measured at its fair value at the date when control is lost. The difference between
         (i) the aggregate of the consideration received on disposal and the fair value of any retained interest and (ii)
         the share of the former subsidiary's net assets cumulatively calculated from the acquisition date according to
         the original proportion of ownership interest is recognized as investment income in the period in which
         control is lost. Other comprehensive income associated with the disposed subsidiary is reclassified to invest-
         ment income in the period in which control is lost.

7.       Classification and accounting methods of joint arrangement

         Joint arrangement involves by two or more parties jointly control. Joint control is the contractually agreed
         sharing of control over an economic activity, and exists only when the strategic financial and operating
         decisions relating to the activity require the unanimous consent of the parties sharing control (the ventures).

         The Group makes the classification of the joint arrangements according to the rights and obligations in the
         joint arrangements to either joint operations or joint ventures.

         A joint venture is a joint arrangement whereby the parties that have joint control of the arrangement have
         rights to the net assets of the joint arrangement. Joint ventures are accounted for using the equity method.


8.       Cash and cash equivalents

         Cash comprises cash on hand and deposits that can be readily withdrawn on demand. Cash equivalents are
         the Group's short-term, highly liquid investments that are readily convertible to known amounts of cash and
         which are subject to an insignificant risk of changes in value.




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                                                                                                               ADAMA Ltd.
                                                                                                    (Expressed in RMB '000)
Notes to the Financial Statements


III      SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

9.       Translation of transactions and financial statements denominated in foreign currencies

9.1      Transactions denominated in foreign currencies

         On initial recognition, foreign currency transactions are translated into functional currency using the spot
         exchange rate prevailing at the date of transaction.

         At the balance sheet date, foreign currency monetary items are translated into functional currency using the
         spot exchange rates at the balance sheet date. Exchange differences arising from the differences between the
         spot exchange rates prevailing at the balance sheet date and those on initial recognition or at the previous
         balance sheet date are recognized in profit or loss for the period, except that (i) exchange differences related
         to a specific-purpose borrowing denominated in foreign currency that qualify for capitalization are capital-
         ized as part of the cost of the qualifying asset during the capitalization period. (ii) exchange differences
         related to hedging instruments for the purpose of hedging against foreign currency risks are accounted for
         using hedge accounting.

         When preparing financial statements involving foreign operations, if there is any foreign currency monetary
         items, which in substance forms part of the net investment in the foreign operations, exchange differences
         arising from the changes of foreign currency are recorded as other comprehensive income, and will be re-
         classified to profit or loss upon disposal of the foreign operations.

         Foreign currency non-monetary items measured at historical cost are translated to the amounts in functional
         currency at the spot exchange rates on the dates of the transactions and the amounts in functional currency
         remain unchanged.

9.2      Translation of financial statements denominated in foreign currency

         For the purpose of preparing consolidated financial statements, financial statements of a foreign operation
         are translated from the foreign currency into RMB using the following method: assets and liabilities on the
         balance sheet are translated at spot exchange rate prevailing at the balance sheet date; shareholders' equity
         items, except for retained earnings, are translated at the spot exchange rates at the dates on which such items
         arose; all items in the income statement as well as items reflecting the distribution of profits are translated at
         average rate or at spot exchange rates on the dates of the transactions; the retained earnings opening balance
         is previous year's translated retained earnings closing balance; the closing balance of retained earnings is
         calculated and presented on the basis of each translated income statement and profit distribution item. The
         difference between the translated assets and the aggregate of liabilities and shareholders' equity items is
         recorded as other comprehensive income. Cash Flows arising from transaction in foreign currency and the
         cash flows of a foreign subsidiary are translated at the spot exchange rate on the date of the cash flow, the
         effect of exchange rate changes on the cash and cash equivalents is regarded as a reconciling item and present
         separately in the statement “effect of foreign exchange rate changes on the cash and cash equivalents".

         The opening balances and the comparative figures of prior year are presented at the translated amounts in
         the prior year's financial statements.

         On disposal of the Group's entire equity interest in a foreign operation, or upon a loss of control over a
         foreign operation due to disposal of certain equity interest in it or other reasons, the Group transfers the
         accumulated translation differences, which are attributable to the owners' equity of the Company and pre-
         sented under other comprehensive income to profit or loss in the period in which the disposal occurs.

                                                            173
                                                                                                                     ADAMA Ltd.
                                                                                                          (Expressed in RMB '000)
Notes to the Financial Statements


III        SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

9.         Translation of transactions and financial statements denominated in foreign currencies - (cont’d)

9.2        Translation of financial statements denominated in foreign currency - (cont’d)

           In case of a disposal or other reason that does not result in the Group losing control over a foreign operation,
           the proportionate share of accumulated translation differences are re-attributed to non-controlling interests
           and are not recognized in profit and loss. For partial disposals of equity interest in foreign operations, which
           are associates or joint ventures, the proportionate share of the accumulated translation differences are reclas-
           sified to profit or loss.

10.        Financial instruments

           The Group recognizes a financial asset or a financial liability when it becomes a party to the contractual
           provisions of the instrument. At initial recognition, the Group measures a financial asset or financial liability
           at its fair value plus or minus (which is not measured at fair value through profit or loss) transaction costs
           that are directly attributable to the acquisition or issue of the financial asset or financial liability. Initial
           recognition in trade receivables which do not contain a significant financing component, shall be made ac-
           cording to their transaction price.

10.1       Classification and measurement of financial assets

           After initial recognition, an entity shall measure a financial asset at: (a) amortised cost; (b) fair value through
           other comprehensive income (“FVTOCI”); or (c) fair value through profit or loss (“FVTPL”).

10.1.1      Financial assets at amortised cost

           A financial asset is measured at amortised cost if both of the following conditions are met: (a) the financial
           asset is held within a business model whose objective is to hold financial assets in order to collect contractual
           cash flows; and (b) the contractual terms of the financial asset give rise on specified dates to cash flows that
           are solely payments of principal and interest on the principal amount outstanding.

           Such financial assets are subsequently measured at amortised cost, using effective interest method. Gains or
           losses upon impairment and derecognition are recognized in profit or loss.

10.1.1.1         Effective interest method and amortised cost

           Effective interest method represents the method for calculating the amortized costs and interest income or
           expense of each period in accordance with the effective interest rate of financial assets or financial liabilities
           (inclusive of a set of financial assets or financial liabilities). Effective interest rate represents the rate that
           discounts the future cash flow over the expected subsisting period or shorter period, if appropriate, of the
           financial asset or financial liability to the current carrying value of such financial asset or financial liability.

           When calculating the effective interest rate, the Group will consider the anticipated future cash flow (not
           considering the future credit loss) on the basis of all contract clauses of financial assets or financial liabilities,
           as well as consider all kinds of charges which are an integral part of the effective interest rate, including
           transaction fees and discount or premium paid or received between both parties of financial asset or financial
           liability contract.



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                                                                                                               ADAMA Ltd.
                                                                                                    (Expressed in RMB '000)
Notes to the Financial Statements


III      SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

10.      Financial instruments - (cont’d)

10.1     Classification and measurement of financial assets - (cont’d)

10.1.2     Financial assets at FVTOCI

         A financial asset is measured at fair value through other comprehensive income if both of the following
         conditions are met: (a) the financial asset is held within a business model whose objective is achieved by
         both collecting contractual cash flows and selling financial assets and (b) the contractual terms of the finan-
         cial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the
         principal amount outstanding.

         A gain or loss on a financial asset measured at fair value through other comprehensive income is recognized
         in other comprehensive income, except for impairment gains or losses, foreign exchange gains and losses
         and interest calculated using the effective interest method, until the financial asset is derecognized or reclas-
         sified. When the financial asset is derecognized the cumulative gain or loss previously recognized in other
         comprehensive income is reclassified from equity to profit or loss as a reclassification adjustment.

10.1.3     Financial assets at FVTPL

         Financial assets at FVTPL are either those that are classified as financial assets at FVTPL or designated as
         financial assets at FVTPL.

         A financial asset is measured at FVTPL unless it is measured at amortised cost or at FVTOCI.

         The Group may, at initial recognition, irrevocably designate a financial asset as measured at FVTPL if doing
         so eliminates or significantly reduces a measurement or recognition inconsistency (sometimes referred to as
         an ‘accounting mismatch’) that would otherwise arise from measuring assets or liabilities or recognizing the
         gains and losses on them on different bases.

         A gain or loss on a financial asset that is measured at FVTPL is recognized in profit or loss unless it is part
         of a hedging relationship. Dividends are recognized in profit or loss.

10.1.4     Designated financial assets at FVTOCI

         At initial recognition, the Group makes an irrevocable election to designate to FVTOCI an investment in an
         equity instrument that is not held for trading.

         When a non-trading equity instrument investment is designated as a financial asset that is measured at fair
         value through other comprehensive income, the changes in the fair value of the financial asset are recognised
         in other comprehensive income. Upon realization the accumulated gains or losses from other comprehensive
         income are transferred from other comprehensive income and included in retained earnings. During the pe-
         riod in which the Group holds these non-trading investment instruments, the right to receive dividends in the
         Group has been established, and the economic benefits related to dividends are likely to flow into the Group,
         and when the amount of dividends can be reliably measured, the dividend income is recognized in the current
         profit and loss.




                                                           175
                                                                                                                   ADAMA Ltd.
                                                                                                        (Expressed in RMB '000)
Notes to the Financial Statements


III      SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

10.      Financial instruments - (cont’d)

10.2     Impairment of financial assets

         The Group recognizes a loss allowance for expected credit losses on financial assets that are classified to
         amortised cost and FVTOCI.

         The Group always measures the loss allowance at an amount equal to lifetime expected credit losses for
         trade receivables.

         For financial assets other than trade receivables, the Group initially measure the loss allowance for that
         financial instrument at an amount equal to 12-month expected credit losses. At each balance sheet date, if
         the credit risk on that financial instrument has increased significantly since initial recognition, the Group
         measures the loss allowance for a financial instrument at an amount equal to the lifetime expected credit
         losses. The Group recognizes in profit or loss, as an impairment gain or loss, the amount of expected credit
         losses (or reversal) that is required to adjust the loss allowance to the amount that is required to be recognized.

10.2.1     Significant increases in credit risk

           At each balance sheet date, the Group assesses whether the credit risk on a financial instrument has in-
           creased significantly since initial recognition.

           The Group mainly considers the following list of information in assessing changes in credit risk:


           (a)     significant changes in internal price indicators of credit risk as a result of a change in credit risk since
                   inception.
           (b)     significant changes in external market indicators of credit risk for a particular financial instrument
                   or similar financial instruments with the same expected life.
           (c)     a significant change in the debtors’ ability to meet its debt obligations.
           (d)     an actual or expected significant change in the operating results of the debtor.
           (e)     significant increases in credit risk on other financial instruments of the same debtor.
           (f)     an actual or expected significant adverse change in the regulatory, economic, or technological envi-
                   ronment of the debtor.
           (g)     significant changes in the value of the collateral supporting the obligation or in the quality of third-
                   party guarantees or credit enhancements, which are expected to reduce the debtor’s economic
                   incentive to make scheduled contractual payments or to otherwise have an effect on the probability
                   of a default occurring.
           (h)     significant changes that are expected to reduce the receivable’s economic incentive to make
                   scheduled contractual payments.
           (i)     significant changes in the expected performance and behaviour of the debtor.
           (j)     past due information.


           The Group assumes that the credit risk on a financial instrument has not increased significantly since initial
           recognition if the financial instrument is determined to have low credit risk at the reporting date.



                                                              176
                                                                                                                 ADAMA Ltd.
                                                                                                      (Expressed in RMB '000)
Notes to the Financial Statements


III      SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

10.      Financial instruments - (cont’d)

10.2     Impairment of financial assets - (cont’d)

10.2.2     Credit-impaired financial asset

           A financial asset is credit-impaired when one or more events that have a detrimental impact on the estimated
           future cash flows of that financial asset have occurred. Evidence that a financial asset is credit-impaired
           include observable data about the following events:
           (a)     significant financial difficulty of the issuer or the receivable;
           (b)     a breach of contract, such as a default or past due event;
           (c)     the lender(s) of the receivable, for economic or contractual reasons relating to the receivable’s finan-
                   cial difficulty, having granted to the receivable a concession(s) that the lender(s) would not otherwise
                   consider;
           (d)     it is becoming probable that the receivable will enter bankruptcy or other financial reorganization;

10.2.3     Recognition of expected credit losses

           For the purpose of determining significant increases in credit risk and recognizing a loss allowance on a
           collective basis, financial instruments are grouped on the basis of shared credit risk. Examples of shared
           credit risk characteristics may include, but are not limited to, the:(a) instrument type; (b) credit risk ratings;
           (c) collateral type; (d) industry; (e) geographical location of the debtor; and (f) the value of collateral rela-
           tive to the financial asset if it has an impact on the probability of a default occurring.

           Expected credit losses of financial instruments are determined as the present value of the difference be-
           tween: (a) the contractual cash flows that are due to an entity under the contract; and (b) the cash flows that
           the entity expects to receive.

           For a financial asset that is credit-impaired at the reporting date, an entity shall measure the expected credit
           losses as the difference between the asset’s gross carrying amount and the present value of estimated future
           cash flows discounted at the financial asset’s original effective interest rate. Any adjustment is recognized
           in profit or loss as an impairment gain or loss.

           The Group measures expected credit losses of a financial instrument in a way that reflects:
           (a)     an unbiased and probability-weighted amount that is determined by evaluating a range of possible
                   outcomes;
           (b)     the time value of money; and
           (c)     reasonable and supportable information that is available without undue cost or effort at the reporting
                   date about past events, current conditions and forecasts of future economic conditions.




                                                              177
                                                                                                                 ADAMA Ltd.
                                                                                                      (Expressed in RMB '000)
Notes to the Financial Statements


III      SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

10.      Financial instruments - (cont’d)

10.2     Impairment of financial assets - (cont’d)

10.2.4     Written-off of financial assets

           The Group directly reduces the gross carrying amount of a financial asset when the entity has no reasonable
           expectations of recovering a financial asset in its entirety or a portion thereof. A write-off constitutes a
           derecognition event.

10.3     Transfer of financial asset

         The Group derecognizes a financial asset if one of the following conditions is satisfied: (i) the contractual
         rights to the cash flows from the financial asset expire; or (ii) the financial asset has been transferred and
         substantially all the risks and rewards of ownership of the financial asset transferred to the transferee; or (iii)
         although the financial asset has been transferred, the Group neither transfers nor retains substantially all the
         risks and rewards of ownership of the financial asset but has not retained control of the financial asset.

         If the Group neither transfers nor retains substantially all the risks and rewards of ownership of a financial
         asset, and it retains control of the financial asset, it recognizes the financial asset to the extent of its contin-
         uing involvement in the transferred financial asset and recognizes an associated liability. The extent of the
         Group’s continuing involvement in the transferred asset is the extent to which it is exposed to changes in the
         value of the transferred asset.

         When the company is derecognizing a financial asset in its entirety, except for equity instrument designated
         to FVTOCI, the difference between (i) the carrying amount of the financial asset transferred; and (ii) the sum
         of the consideration received from the transfer is recognized in profit or loss.

10.4     Classification and measurement of financial liabilities

         Debt and equity instruments are classified as either financial liabilities or as equity in accordance with the
         substance of the contractual arrangements and the definitions of a financial liability and an equity instrument.

         All financial liabilities are subsequently measured at FVTPL or other financial liabilities.

         Financial liabilities are classified as at FVTPL when the financial liability is (i) held for trading or (ii) it is
         designated as at FVTPL. The financial liability other than derivative financial liabilities are stated as liabil-
         ities held for trading.

         Other financial liabilities are subsequently measured at amortized cost by using effective interest method.
         Gain or loss arising from derecognition or amortization is recognized in current profit or loss.




                                                            178
                                                                                                               ADAMA Ltd.
                                                                                                    (Expressed in RMB '000)
Notes to the Financial Statements


III      SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

10.      Financial instruments - (cont’d)

10.5     Derecognition of financial liabilities

         Financial liabilities are derecognized in full or in part only when the present obligation is discharged in full
         or in part. An agreement entered into force between the Group (debtor) and a creditor to replace the original
         financial liabilities with new financial liabilities with substantially different terms, derecognize the original
         financial liabilities as well as recognize the new financial liabilities. When financial liabilities is derecog-
         nized in full or in part, the difference between the carrying amount of the financial liabilities derecognized
         and the consideration paid (including transferred non-cash assets or new financial liability) is recognized in
         profit or loss for the current period.

10.6     Derivatives

         Derivative financial instruments include forward exchange contracts, currency swaps and foreign exchange
         options, etc. Derivatives are initially measured at fair value at the date when the derivative contracts are
         entered into and are subsequently re-measured at fair value. The resulting gain or loss is recognized in profit
         or loss unless the derivative is designated and highly effective as a hedging instrument, in which case the
         timing of the recognition in profit or loss depends on the nature of the hedge relationship (Note III 28.1).

10.7     Offsetting financial assets and financial liabilities

         Financial assets and financial liabilities shall be presented separately in the balance sheet and shall not be
         offset, except for circumstances where the Group has a legal right that is currently enforceable to offset the
         recognized financial assets and financial liabilities, and intends either to settle on a net basis, or to realize
         the financial asset and settle the financial liability simultaneously, a financial asset and a financial liability
         shall be offset and the net amount is presented in the balance sheet.

10.8     Equity instruments

         The consideration received from the issuance of equity instruments net of transaction costs is recognized in
         shareholders’ equity. Consideration and transaction costs paid by the Company for repurchasing self-issued
         equity instruments are deducted from shareholders’ equity.

         When the Company repurchases its own shares, those shares are treated as treasury shares. All expenditures
         relating to the repurchase are recorded in the cost of the treasury shares, with the transaction entering into
         the share capital. Treasury shares are excluded from profit distributions and are stated as a deduction under
         shareholders’ equity in the balance sheet.




                                                            179
                                                                                                             ADAMA Ltd.
                                                                                                  (Expressed in RMB '000)
Notes to the Financial Statements


III      SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

11.      Receivables

         Receivables are assessed for impairment on a collective group and/or on an individual basis as follows:

         Expected credit losses in respect of a receivables is measured at an amount equal to lifetime expected credit
         losses. The assessment is made collectively for account receivables, where receivables share similar credit
         risk characteristics based on geographical location, using the expected credit losses model including inter-
         alia aging analysis, historical loss experiences adjusted by the observable factors reflecting current and ex-
         pected future economic conditions. The ratio of the account receivables collective provision for expected
         credit losses in which credit losses has not occurred is between 0%-4.36%.

         When credit risk on a receivable has increased significantly since initial recognition, the group records spe-
         cific provision or collective provision, which is determined for groups of similar assets in countries in which
         there are large number of customers with immaterial balances.

         In assessing whether the credit risk on a receivable has increased significantly since initial recognition, the
         Group compares the risk of a default occurring on the receivable at the reporting date with the risk of a
         default occurring on the receivable at the date of initial recognition and considers both quantitative and
         qualitative information that is reasonable and supportable, including observable data that comes to the atten-
         tion of the Group about loss events such as a significant decline in the solvency of an individual debtor or
         the portfolio of debtors, and significant changes in the financial condition that have an adverse effect on the
         debtor.

12.      Inventories

12.1     Categories of inventories and initial measurement

         The Group's inventories mainly include raw materials, work in progress, semi-finished goods, finished goods
         and reusable materials. Reusable materials include low-value consumables, packaging materials and other
         materials, which can be used repeatedly but do not meet the definition of fixed assets.

         Inventories are initially measured at cost. Cost of inventories comprises all costs of purchase, costs of con-
         version and other expenditures incurred in bringing the inventories to their present location and condition
         including direct labor costs and an appropriate allocation of production overheads.

12.2     Valuation method of inventories upon delivery

         The actual cost of inventories upon delivery is calculated using the weighted average method.

12.3     Basis for determining net realizable value of inventories and provision methods for decline in value of in-
         ventories

         At the balance sheet date, inventories are measured at the lower of cost and net realizable value. If the net
         realizable value is below the cost of inventories, a provision for decline in value of inventories is made. Net
         realizable value is the estimated selling price in the ordinary course of business less the estimated costs of
         completion, the estimated costs necessary to make the sale and relevant taxes.




                                                          180
                                                                                                                 ADAMA Ltd.
                                                                                                      (Expressed in RMB '000)
Notes to the Financial Statements


III      SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

12.      Inventories - (cont’d)

         After the provision for decline in value of inventories is made, if the circumstances that previously caused
         inventories to be written down below cost no longer exist so that the net realizable value of inventories is
         higher than their carrying amount, the original provision for decline in value is reversed and the reversal is
         included in profit or loss for the period.

12.4     The perpetual inventory system is maintained for stock system.

13.      Long-term equity investments

         Long-term equity investments include investments in subsidiaries, joint ventures and associates.

         Subsidiaries are the companies that are controlled by the Company. Associates are the companies over which
         the Group has significant influence. Joint ventures are joint arrangements over which the Group has joint
         control along with other investors and has rights to the net assets of the joint arrangement.

         The Company accounts for the investment in subsidiaries at historical cost in the Company's financial state-
         ments. Investments in associates and joint ventures are accounted for under equity method.

13.1     Determination of investment cost

         For a long-term equity investment acquired through a business combination involving enterprises under
         common control, the investment cost of the long-term equity investment is the share of the carrying amount
         of the shareholders' equity of the acquiree attributable to the ultimate controlling party at the date of combi-
         nation. The difference between initial investment cost and cash paid, non-cash assets transferred and book
         value of liabilities assumed, is adjusted in capital reserve. If the balance of capital reserve is not sufficient to
         absorb the difference, any excess is adjusted to retained earnings.

         For a long-term equity investment acquired through business combination not involving enterprises under
         common control, the investment cost of the long-term equity investment is the cost of acquisition. For a
         business combination not involving enterprises under common control achieved in stages that involves mul-
         tiple exchange transactions, the initial investment cost is carried at the aggregate of the carrying amount of
         the acquirer’s previously held equity interest in the acquiree and the new investment cost incurred on the
         acquisition date.

         Regarding the long-term equity investment acquired otherwise than through a business combination, if the
         long-term equity investment is acquired by cash, the historical cost is determined based on the amount of
         cash paid and payable; if the long-term equity investment is acquired through the issuance of equity instru-
         ments, the historical cost is determined based on the fair value of the equity instruments issued.




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                                                                                                               ADAMA Ltd.
                                                                                                    (Expressed in RMB '000)
Notes to the Financial Statements


III      SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

13.      Long-term equity investments - (cont’d)

13.2     Subsequent measurement and recognition of profit or loss

         If the long-term equity investment is accounted for at cost, it should be measured at historical cost less
         accumulated impairment losses. Dividend declared by the investee should be accounted for as investment
         income.

         Under the equity method, where the long-term equity investment initial investment cost exceeds the Group’s
         share of the fair value of the investee’s identifiable net assets at the time of acquisition, no adjustment is
         made to the initial investment cost. Where the initial investment cost is less than the Group’s share of the
         fair value of the investee’s identifiable net assets at the time of acquisition, the difference is recognized in
         profit or loss for the period, and the cost of the long-term equity investment is adjusted accordingly.

         Under the equity method, the Group recognizes its share of the net profit or loss and other comprehensive
         income of the investee for the period as investment income or loss and other comprehensive income for the
         period. The Group recognizes its share of the investee’s net profit or loss based on the fair value of the
         investee’s individual separately identifiable assets, etc. at the acquisition date after making appropriate ad-
         justments to be confirmed with the Group's accounting policies and accounting period. The Group discon-
         tinues recognizing its share of net losses of the investee after the carrying amount of the long-term equity
         investment together with any long-term interests that in substance form part of its net investment in the
         investee is reduced to zero. If the Group has incurred obligations to assume additional losses of the investee,
         a provision is recognized according to the expected obligation, and recorded as investment loss for the period.

13.3     Basis for determining control, joint control and significant influence over investee

         Control is achieved when the Company has power over the investee; is exposed, or has rights, to variable
         returns from its involvement with the investee; and has the ability to use its power to affect its returns.

         Joint control is the contractually agreed sharing of control over an economic activity, and exists only when
         the strategic financial and operating policy decisions relating to the activity require the unanimous consent
         of the parties sharing control.

         Significant influence is the power to participate in the financial and operating policy decisions of the investee
         but is not control or joint control over those policies.

         When determining whether an investing enterprise is able to exercise control or significant influence over
         an investee, the effect of potential voting rights of the investee (for example, warrants and convertible debts)
         held by the investing enterprises or other parties that are currently exercisable or convertible shall be con-
         sidered.

13.4     Methods of impairment assessment and determining the provision for impairment loss

         If the recoverable amounts of the investments to subsidiaries, joint ventures and associates are less than their
         carrying amounts, an impairment loss should be recognized to reduce the carrying amounts to the recoverable
         amounts (Note III 20).




                                                           182
                                                                                                               ADAMA Ltd.
                                                                                                    (Expressed in RMB '000)
Notes to the Financial Statements


III      SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

13.      Long-term equity investments - (cont’d)

13.5     The disposal of long-term equity investment

         On disposal of a long term equity investment, the difference between the proceeds actually received and
         receivable and the carrying amount is recognized in profit or loss for the period.

14.      Investment properties

         Investment property refers to real estate held to earn rentals or for capital appreciation, or both, including
         leased land use rights, land use rights held and provided for transferring after appreciation and leased con-
         structions, etc.

         Investment property is initially measured at cost. Subsequent expenditures related to an investment property
         shall be included in cost of investment property only when the economic benefits associated with the asset
         will likely flow to the Group and its cost can be measured reliably. All other subsequent expenditures on
         investment property shall be included in profit or loss for the current period when incurred.

         The Group adopts cost method for subsequent measurement of investment property, which is depreciated or
         amortized using the same policy as that for buildings and land use rights.

         When an investment property is sold, transferred, retired or damaged, the amount of proceeds on disposal of
         the property net of the carrying amount and related taxes and surcharges is recognized in profit or loss for
         the current period.

15.      Fixed assets

15.1     Recognition criteria for fixed assets

         Fixed assets include land owned by the Group and buildings, machinery and equipment, motor vehicles,
         office equipment and others.

         Fixed assets are tangible assets that are held for use in the production or supply of goods or for administrative
         purposes, and have useful lives of more than one accounting year. A fixed asset is recognized only when it
         is probable that economic benefits associated with the asset will flow to the Group and the cost of the asset
         can be reliably measured. Purchased or constructed fixed assets are initially measured at cost when acquired.

         Subsequent expenditures incurred for the fixed asset are included in the cost of the fixed asset and if it is
         probable that economic benefits associated with the asset will flow to the Group and the subsequent expend-
         itures can be measured reliably. Other subsequent expenditures are recognized in profit or loss in the period
         in which they are incurred.




                                                           183
                                                                                                              ADAMA Ltd.
                                                                                                   (Expressed in RMB '000)
Notes to the Financial Statements


III      SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

15.      Fixed assets - (cont’d)

15.2     Depreciation of each category of fixed assets

         Fixed asset is depreciated based on the cost of fixed asset recognized less expected net residual value over
         its useful life using the straight-line method since the month subsequent to the one in which it is ready for
         intended use. Depreciation is calculated based on the carrying amount of the fixed asset after impairment
         over the estimated remaining useful life of the asset.

         The Group reviews the useful life and estimated net residual value of a fixed asset and the depreciation
         method applied at least once at each financial year-end, and account for any change as a change in an ac-
         counting estimate.

         The estimated useful life, estimated net residual value and annual depreciation rate of each category of fixed
         assets are as follows:

                                                                                       Residual
                                                                       Useful life      value       Annual deprecia-
           Category                             Depreciation            (years)          (%)         tion rate (%)
           Buildings                      the straight-line method       15-50            0-4             1.9-6.7
           Machinery and equipment        the straight-line method       3-22             0-4            4.4-33.3
           Office and other equipment     the straight-line method       3-17             0-4            5.6-33.3
           Motor vehicles                 the straight-line method        5-9             0-2           10.9-20.0

         Overseas Land owned by the Group is not depreciated.

15.3     Other explanations

         If a fixed asset is upon disposal or no future economic benefits are expected to be generated from its use or
         disposal, the fixed asset is derecognized. When a fixed asset is sold, transferred, retired or damaged, the
         amount of any proceeds on disposal of the asset net of the carrying amount and related taxes is recognized
         in profit or loss for the period.

         The difference between recoverable amounts of the fixed assets under the carrying amount is referred to as
         impairment loss (Note III 20).

16.      Construction in progress

         Construction in progress is measured at its actual costs. The actual costs include various construction, instal-
         lation costs, borrowing costs capitalized and other expenditures incurred until such time as the relevant assets
         are completed and ready for its intended use. When the asset concerned is ready for its intended use, the cost
         of the asset is transferred to fixed assets and depreciated starting from the following month.

         The difference between recoverable amounts of the construction in progress under the carrying amount is
         referred to as impairment loss (Note III 20).




                                                           184
                                                                                                                    ADAMA Ltd.
                                                                                                         (Expressed in RMB '000)
Notes to the Financial Statements


III      SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

17.      Borrowing costs

         Borrowing costs directly attributable to the acquisition, construction or production of qualifying asset are
         capitalized when expenditures for such asset and borrowing costs are incurred and activities relating to the
         acquisition, construction or production of the asset that are necessary to prepare the asset for its intended use
         or sale have commenced. Capitalization of borrowing costs ceases when the qualifying asset being acquired,
         constructed or produced becomes ready for its intended use or sale. Borrowing costs incurred subsequently
         should be charged to profit or loss. Capitalization of borrowing costs is suspended during periods in which
         the acquisition, construction or production of a qualifying asset is suspended abnormally and when the sus-
         pension is for a continuous period of more than 3 months. Capitalization is suspended until the acquisition,
         construction or production of the asset is resumed.

         Where funds are borrowed under a specific-purpose borrowing, the amount of interest to be capitalized is
         the actual interest expenses incurred on that borrowing for the period less any bank interest earned from
         depositing the borrowed funds before being used on the asset or any investment income on the temporary
         investment of those funds.

         Where funds are borrowed under general-purpose borrowings, the Group determines the amount of interest
         to be capitalized on such borrowings by applying a capitalization rate to the weighted average of the excess
         of cumulative expenditures on the asset over the amounts of specific-purpose borrowings. The capitalization
         rate is the weighted average of the interest rates applicable to the general-purpose borrowings.

         During the capitalization period, exchange differences on foreign currency specific-purpose borrowing are
         fully capitalized whereas exchange differences on foreign currency general-purpose borrowing, charged to
         profit or loss.

18.      Intangible assets

18.1     Valuation methods, useful life, impairment test
         The Group’s intangible assets include product registration assets, intangible assets upon purchase of products,
         marketing rights and rights to use tradenames and trademarks, land use rights, software and customer rela-
         tions. Intangible assets are stated at cost less accumulated amortization and impairment losses.

         When an intangible asset with a finite useful life is available for use, its original cost less any accumulated
         impairment losses is amortized over its estimated useful life using the straight-line method. An intangible
         asset with an indefinite useful life is not amortized.

         For an intangible asset with a finite useful life, the Group reviews the useful life and amortization method at
         the end of the year, and makes adjustments when necessary.
         The respective amortization periods for such intangible assets are as follows:
          Item                                                             Amortization period (years)
          Land use rights                                                  49-50 years
          Product registration                                             8 years
          Intangible assets on purchase of products                        7-11, 20 years
          Marketing rights, tradename and trademarks                       4-10, 30 years
          Exclusivity agreement                                            21 years
          Software                                                         3-5 years
          Customer relations                                               5-10 years

         The difference between recoverable amounts of the intangible assets under the carrying amount is referred
         to as impairment loss (see Note III 20 – Impairment of long-term assets).
                                                           185
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                                                                                                     (Expressed in RMB '000)
Notes to the Financial Statements


III      SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

18.      Intangible assets - (cont’d)

18.2     Research and development expenditure

         Internal research and development project expenditures were classified into research expenditures and de-
         velopment expenditures depending on its nature and the greater uncertainty whether the research activities
         becoming to intangible assets.

         Expenditure during the research phase is recognized as an expense in the period in which it is incurred.
         Expenditure during the development phase that meets all of the following conditions at the same time is
         recognized as intangible asset:
         - It is technically feasible to complete the intangible asset so that it will be available for use or sale;
         - The Group has the intention to complete the intangible asset and use or sell it;
         - The Group can demonstrate the ways in which the intangible asset will generate economic benefits;
         - The availability of adequate technical, financial and other resources to complete the development and the
           ability to use or sell the intangible asset;
         - The expenditure attributable to the intangible asset during its development phase can be reliably meas-
              ured.
         Expenditures that do not meet all of the above conditions at the same time are recognized in profit or loss
         when incurred. If the expenditures cannot be distinguished between the research phase and development
         phase, the Group recognizes all of them in profit or loss for the period. Expenditures that have previously
         been recognized in the profit or loss would not be recognized as an asset in subsequent years. Those expend-
         itures capitalized during the development stage are recognized as development costs incurred and will be
         transferred to intangible asset when the underlying project is ready for an intended use.

19.      Goodwill

         The initial cost of goodwill represents the excess of cost of acquisition over the acquirer’s interest in the fair
         value of the identifiable net assets of the acquiree under a business combination not involving enterprises
         under common control.

         Goodwill is not amortized and is stated in the balance sheet at cost less accumulated impairment losses (see
         Note III 20 – Impairment of long-term assets). On disposal of an asset group or a set of asset groups, any
         attributable goodwill is written off and included in the calculation of the profit or loss on disposal.

20.      Impairment of long-term assets

         The Company assesses at each balance sheet date whether there is any indication that the fixed assets, con-
         struction in progress, right of use assets, intangible assets with finite useful lives, investment properties
         measured at historical cost, investments in subsidiaries, joint ventures and associates may be impaired. If
         there is any indication that such assets may be impaired, recoverable amounts are estimated for such assets.
         The recoverable amount of an asset is the higher of its fair value less costs to sell and the present value of
         the future cash flow estimated to be derived from the asset. The Group estimates the recoverable amount on
         an individual basis. If it is not possible to estimate the recoverable amount of the individual asset, the Group
         determines the recoverable amount of the asset group to which the asset belongs. Identification of an asset
         group is based on whether major cash inflows generated by the asset group are largely independent of the
         cash inflows from other assets or asset groups.
                                                            186
                                                                                                                ADAMA Ltd.
                                                                                                     (Expressed in RMB '000)
Notes to the Financial Statements


III      SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

20.      Impairment of long-term assets - (cont’d)

         Goodwill arising from a business combination is tested for impairment at least at each year end, irrespective
         of whether there is any indication that the asset may be impaired. For the purpose of impairment testing, the
         carrying amount of goodwill acquired in a business combination is allocated from the acquisition date on a
         reasonable basis to each of the related asset groups; if it is impossible to allocate to the related asset groups,
         it is allocated to each of the related set of asset groups. Each of the related asset groups or set of asset groups
         is an asset group or set of asset group that is able to benefit from the synergies of the business combination
         and shall not be larger than a reportable segment determined by the Group. If the carrying amount of the
         asset group or set of asset groups is higher than its recoverable amount, the amount of the impairment loss
         first reduced by the carrying amount of the goodwill allocated to the asset group or set of asset groups, and
         then the carrying amount of other assets (other than the goodwill) within the asset group or set of asset groups,
         pro rata based on the carrying amount of each asset.

         Once the impairment loss of such assets is recognized, it will not be reversed in any subsequent period.

21.      Employee benefits

21.1     Short-term employee benefits

         Employee wages or salaries, bonuses, social security contributions, measured on a non-discounted basis, and
         the expense is recorded when the related service is provided. A provision for short-term employee benefits
         in respect of cash bonuses is recognized in the amount expected to be paid where the Group has a current
         legal or constructive obligation to pay the said amount for services provided by the employee in the past and
         the amount can be estimated reliably.

21.2     Post-employment benefits

         Post-employment benefits are classified into defined contribution plans and defined benefit plans.

         A defined contribution plan is a post-employment benefit plan under which the Group pays contributions to
         a separate entity and has no legal or constructive obligation to pay further amounts. Obligations for contri-
         butions to defined contribution plans are recognized as an expense in profit or loss in the periods during
         which related services are rendered by employees.

         Defined benefit plans of the Group are post-employment benefit plans other than defined contribution plans.
         In accordance with the projected unit credit method, the Group measures the obligations under defined ben-
         efit plans using unbiased and mutually compatible actuarial assumptions to estimate related demographic
         variables and financial variables, and discount obligations under the defined benefit plans to determine the
         present value of the defined benefit liability. The discount rate used is the yield on the reporting date on
         highly-rated corporate debentures denominated in the same currency, that have maturity dates approximating
         the terms of the Group’s obligation.

         The Group attributes benefit obligations under a defined benefit plan to periods of service provided by re-
         spective employees. Service cost and interest expense on the defined benefit liability are charged to profit or
         loss and remeasurements of the defined benefit liability are recognized in other comprehensive income.




                                                            187
                                                                                                              ADAMA Ltd.
                                                                                                   (Expressed in RMB '000)
Notes to the Financial Statements


III      SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

21.      Employee benefits - (cont’d)

21.3     Termination benefits

         When the Group terminates the employment with employees or provides compensation under an offer to
         encourage employees to accept voluntary redundancy, a provision is recognized with a corresponding ex-
         pense in profit or loss at the earlier of the following dates:
         - When the Group cannot unilaterally withdraw the offer of termination benefits because of an employee
           termination plan or a curtailment proposal.
         - When the Group has a formal detailed restructuring plan involving the payment of termination benefits
           and has raised a valid expectation in those affected that it will carry out the restructuring by starting to
           implement that plan or announcing its main features to those affected by it.
         If the benefits are payable more than 12 months after the end of the reporting period, they are discounted to
         their present value. The discount rate used is the yield on the reporting date on highly-rated corporate de-
         bentures denominated in the same currency, that have maturity dates approximating the terms of the Group’s
         obligation.

21.4     Other long-term employee benefits

         The Group’s net obligation for long-term employee benefits, which are not attributable to post-employment
         benefit plans, is for the amount of the future benefit to which employees are entitled for services that were
         provided during the current and prior periods.

         The amount of these benefits is discounted to its present value and the fair value of the assets related to these
         obligations is deducted therefrom. The discount rate used is the yield on the reporting date on highly-rated
         corporate debentures denominated in the same currency, that have maturity dates approximating the terms
         of the Group’s obligation.

22.      Share-based payment

         Share-based payment refers to the transaction in order to acquire the service offered by the employees or
         other parties that grants equity instruments or liabilities on the basis of the equity instruments. Share-based
         payment classified into equity-settled share-based payment and cash-settled share-based payment.

22.1     Cash-settled share-based payment

         The cash-settled share-based payment should be measured according to the fair value of the liabilities rec-
         ognized based on the shares or other equity instrument undertaken by the Company. For cash-settled share-
         based payment made in return for the rendering of employee services that cannot be exercised until the
         services are fully provided during the vesting period or specified performance targets are met, on each bal-
         ance sheet date within the vesting period, the services acquired in the current period shall, based on the best
         estimate of the number of exercisable instruments, be recognized in relevant expenses and the corresponding
         liabilities at the fair value of the liability incurred by the Company.

         On each balance sheet date and the settlement date before the settlement of the relevant liabilities, the Com-
         pany should re-measure the fair value of the liabilities and the changes should be included in the current
         period profit and loss.

                                                           188
                                                                                                              ADAMA Ltd.
                                                                                                   (Expressed in RMB '000)
Notes to the Financial Statements


III      SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

23.      Provisions

         Provisions are recognized when the Group has a present obligation related to a contingency, it is probable
         that an outflow of economic benefits will be required to settle the obligation, and the amount of the obligation
         can be measured reliably.

         The amount recognized as a provision is the best estimate of the consideration required to settle the present
         obligation at the settlement date, taking into account factors pertaining to a contingency such as the risks,
         uncertainties and time value of money. Where the effect of the time value of money is material, the amount
         of the provision is determined by discounting the related future cash outflows. The increase in the provision
         due to passage of time is recognized as interest expense.

         If all or part of the provision settlements is reimbursed by third parties, when the realization of income is
         virtually certain, then the related asset should be recognized. However, the amount of related asset recog-
         nized should not be exceeding the respective provision amount.

         At the balance sheet date, the amount of provision should be re-assessed to reflect the best estimation then.

24.      Revenue

         Revenue of the Group is mainly from sale of goods.

         The Group recognizes revenue when transferring goods to a customer, at the amount of the transaction price.
         Goods are considered transferred when the customer obtains control of the goods. Transaction price is the
         amount of consideration to which an entity expects to be entitled in exchange for transferring goods to a
         customer, excluding amounts collected on behalf of third parties.

         Significant financing component

         For a contract with a significant financing component, the Group recognize revenue at an amount that reflects
         the price that a customer would have paid for the goods if the customer had paid cash for those goods at
         receipt. The difference between the amount of consideration and the cash selling price of the goods, is amor-
         tized in the contract period using effective interest rate. The Group does not adjust the amount of consider-
         ation for the effects of a significant financing component if the Group expects, at contract inception, that the
         period between when the entity transfers a good to a customer and when the customer pays for that good
         will be one year or less.

         Sale with a right of return

         For sale with a right of return, the Group recognizes revenue at the amount of consideration to which the
         Group expects to be entitled (ie excluding the products expected to be returned). For any amounts received
         (or receivable) for which an entity does not expect to be entitled, the entity shall not recognize revenue when
         it transfers products to customers but shall recognize those amounts received (or receivable) as a refund
         liability. An asset recognized for the Group’s right to recover products from a customer on settling a refund
         liability shall initially be measured by reference to the former carrying amount of the product less any ex-
         pected costs to recover those products.




                                                           189
                                                                                                               ADAMA Ltd.
                                                                                                    (Expressed in RMB '000)
Notes to the Financial Statements


III      SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

25.      Government grants

         Government grants are transfer of monetary assets and non-monetary assets from the government to the
         Group at no consideration, including tax returns, financial subsidies and so on. A government grant is rec-
         ognized only when the Group can comply with the conditions attached to the grant and the Group will receive
         the grant.

         If a government grant is in the form of a transfer of a monetary asset, it is measured at the amount received
         or receivable. If a government grant is in the form of a non-monetary asset, it is measured at fair value. If
         the fair value cannot be reliably determined, it is measured at a nominal amount.

         Government grants are either related to assets or income.

         (1)     The basis of judgment and accounting method of the government grants related to assets

         Government grants obtained for acquiring long-term assets are government grants related to assets. A gov-
         ernment grant related to an asset is offset with the cost of the relevant asset.

         (2)     The basis of judgment and accounting method of the government grants related to income

         For a government grant related to income, if the grant is a compensation for related expenses or losses to be
         incurred in subsequent periods, the grant is recognized as deferred income, and recognized in profit or loss
         over the periods in which the related costs are recognized. If the grant is a compensation for related expenses
         or losses already incurred, the grant is recognized immediately in profit or loss for the period.

         Government grants related to the Group’s normal course of business are offset with related costs and ex-
         penses. Government grants related that are irrelevant with the Groups’s normal course of business are in-
         cluded in non-operating gains.

26.      Current and deferred tax

         The income tax expenses include current income tax and deferred income tax.

26.1     Current income tax

         At the balance sheet date, current income tax liabilities (or assets) for the current and prior periods are meas-
         ured at the amount expected to be paid (or recovered) according to the requirements of tax laws.

26.2     Deferred tax assets and deferred tax liabilities

         Temporary differences are differences between the carrying amounts of certain assets or liabilities and their
         tax base.

         All taxable temporary differences are recognized as related deferred tax liabilities. Deferred tax assets are
         recognized to the extent that it is probable that future taxable profits will be available against which the
         deductible losses and tax credits can be utilized.




                                                            190
                                                                                                                  ADAMA Ltd.
                                                                                                       (Expressed in RMB '000)
Notes to the Financial Statements


III      SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

26.      Current and deferred tax - (cont’d)

26.2     Deferred tax assets and deferred tax liabilities - (cont’d)

         For deductible losses and tax credits that can be carried forward, deferred tax assets are recognized to the
         extent that it is probable that future taxable profits will be available against which the deductible losses and
         tax credits can be utilized. However, for deductible temporary differences associated with the initial recog-
         nition of goodwill and the initial recognition of an asset or liability arising from a transaction (not a business
         combination) that affects neither the accounting profit nor taxable profits (or deductible losses) at the time
         of transaction, no deferred tax asset or liability is recognized.

         At the balance sheet date, deferred tax assets and liabilities are measured at the tax rates, according to tax
         laws, that are expected to apply in the period in which the asset is realized or the liability is settled.

         Deferred tax liabilities are recognized for taxable temporary differences associated with investments in sub-
         sidiaries and associates, and interests in joint ventures, except where the Group is able to control the timing
         of the reversal of the temporary difference and it is probable that the temporary difference will not reverse
         in the foreseeable future.

         The Group may be required to pay additional tax in case of distribution of dividends by the Group companies.
         This additional tax was not included in the financial statements, since the policy of the Group is not to
         distribute in the foreseeable future a dividend which creates a significant additional tax liability.

         Except for those current income tax and deferred tax charged to comprehensive income or shareholders’
         equity in respect of transactions or events which have been directly recognized in other comprehensive in-
         come or shareholders’ equity, and deferred tax recognized on business combinations, all other current in-
         come tax and deferred tax items are charged to profit or loss in the current period.

         At the balance sheet date, the carrying amount of deferred tax assets is reviewed and reduced if it is no longer
         probable that sufficient taxable profits will be available in the future to allow the benefit of deferred tax
         assets to be utilized. Such reduction is reversed when it becomes probable that sufficient taxable profits will
         be available.

26.3     Offset of income tax

         When the Group has a legal right to settle current tax assets and liabilities on a net basis, and tax assets and
         tax liabilities relate to income taxes levied by the same taxation authority on either the same taxable entity
         or different taxable entities which intend to realize the assets and liabilities simultaneously, current tax assets
         and liabilities are offset and presented on a net basis.

         When the Group has a legal right to settle deferred tax assets and liabilities on a net basis which relates to
         income taxes levied by the same taxation authority, on either the same taxable entity or different taxable
         entities which intend either to settle current tax assets and liabilities on a net basis or to realize the assets and
         liabilities simultaneously, in each future period in which significant amounts of deferred tax assets or liabil-
         ities are expected to be reversed, deferred tax assets and deferred tax liabilities are offset and presented on a
         net basis.



                                                             191
                                                                                                              ADAMA Ltd.
                                                                                                   (Expressed in RMB '000)
Notes to the Financial Statements


III      SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

27.      Leases

         Lease is a contract, that conveys the right to use an asset for a period of time in exchange for consideration.

27.1     Determining whether an arrangement contains a lease

         On the inception date of the lease, the Group determines whether the arrangement is a lease or contains a
         lease, while assessing if it conveys the right to control the use of an identified asset for a period of time in
         exchange for consideration. In its assessment of whether an arrangement conveys the right to control the use
         of an identified asset, the Group assesses whether it has the following two rights throughout the lease term:

         (a) The right to obtain substantially all the economic benefits from use of the identified asset; and

         (b) The right to direct the identified asset’s use.

         An arrangement does not contain a lease if an asset is leased for a period of less than 12 months, or to lease of
         asset with low economic value.

27.2     Initial recognition of leased assets and lease liabilities

         Upon initial recognition, the Group recognizes a liability at the present value of future lease payments (ex-
         clude certain variable lease payments, as detailed in note III 27.4), and concurrently the Group recognizes a
         right-of-use asset at the same amount, adjusted for any prepaid lease payments paid at the lease date or before,
         plus initial direct costs incurred in respect of the lease.

         When the interest rate implicit in the lease is not readily determinable, the incremental borrowing rate of the
         lessee is used.

         The Group presents right-of-use assets separately from other assets in the balance sheet.

27.3     The lease term

         The lease term is the non-cancellable period of the lease plus periods covered by an extension or termination
         option, if it is reasonably certain that the lessee will exercise or not exercise the option, respectively.

         If there is a change in the lease term, or in the assessment of an option to purchase the underlying asset, the
         Group remeasures the lease liability, on the basis of the revised lease term and the revised discount rate and
         adjust the right-of-use assets accordingly.

27.4     Variable lease payments

         Variable lease payments that depend on an index or a rate, are initially measured using the index or rate
         existing at the commencement of the lease. When the cash flows of future lease payments change as the
         result of a change in an index or a rate, the balance of the liability is adjusted with a correspondence change
         in the right-of-use asset.

         Other variable lease payments that are not included in the measurement of the lease liability are recognized
         in profit or loss in the period in which the condition that triggers payment occurs.



                                                                192
                                                                                                              ADAMA Ltd.
                                                                                                   (Expressed in RMB '000)
Notes to the Financial Statements


III      SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

27.      Leases (cont’d)

27.5     Subsequent measurement

         After lease commencement, a right-of-use asset is measured on a cost basis less accumulated depreciation
         and accumulated impairment losses and is adjusted for re-measurements of the lease liability. The asset is
         depreciated on a straight-line basis over the useful life or contractual lease period, whichever earlier.

         The Group applies ASBE8 Impairment of Assets, to determine whether the right-of-use asset is impaired
         and to account for any impairment loss identified.

         A lease liability is measured after the lease commencement date at amortized cost using the effective interest
         method.

28.      Other significant accounting policies and accounting estimates

28.1       Hedging

         The Group uses derivative financial instruments to hedge its risks related to foreign currency and inflation
         risks and derivatives that are not used for hedging.

         Hedge accounting

         The Group makes an assessment, both at the inception of the hedge relationship as well as on an ongoing
         basis, whether the hedge is expected to be effective in offsetting the changes in the fair value of cash flows
         that can be attributed to the hedged risk during the period for which the hedge is designated.

         An effective hedge exists when all of the below conditions are met:

                   There is an economic relationship between the hedged item and the hedging instrument;
                   the effect of credit risk does not dominate the value changes that result from that economic relation-
                   ship;
                   the hedge ratio of the hedging relationship is the same as that resulting from the quantity of the
                   hedged item that the entity actually hedges and the quantity of the hedging instrument that the entity
                   actually uses to hedge that quantity of hedged item.

         On the commencement date of the accounting hedge, the Group formally documents the relationship between
         the hedging instrument and hedged item, including the Group’s risk management objectives and strategy in
         executing the hedge transaction, together with the methods that will be used by the Group to assess the
         effectiveness of the hedging relationship.

         With respect to a cash-flow hedge, a forecasted transaction that constitutes a hedged item must be highly
         probable and must give rise to exposure to changes in cash flows that could ultimately affect profit or loss.




                                                           193
                                                                                                              ADAMA Ltd.
                                                                                                   (Expressed in RMB '000)
Notes to the Financial Statements


III      SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

28.      Other significant accounting policies and accounting estimates - (cont’d)

28.1     Hedging (cont’d)

         Measurement of derivative financial instruments

         Derivative financial instruments are recognized initially at fair value; attributable transaction costs are rec-
         ognized in profit or loss as incurred.

         Cash-flow hedges

         Subsequent to the initial recognition, changes in the fair value of derivatives used to hedge cash flows are
         recognized through other comprehensive income directly in a hedging reserve, with respect to the part of the
         hedge that is effective. Regarding the portion of the hedge that is not effective, the changes in fair value are
         recognized in profit and loss. The amount accumulated in the hedging reserve is reclassified to profit and
         loss in the period in which the hedged cash flows impact profit or loss and is presented in the same line item
         in the statement of income as the hedged item.

         If the hedging instrument no longer meets the criteria for hedge accounting, expires or is sold, terminated or
         exercised, the hedge accounting is discontinued. The cumulative gain or loss previously recognized in a
         hedging reserve through other comprehensive income remains in the reserve until the forecasted transaction
         occurs or is no longer expected to occur. If the forecasted transaction is no longer expected to occur, the
         cumulative gain or loss in respect of the hedging instrument in the hedging reserve is reclassified to profit
         or loss.

         Economic hedge

         Hedge accounting is not applied with respect to derivative instruments used to economically hedge financial
         assets and liabilities denominated in foreign currency or CPI linked. Changes in the fair value of such deriv-
         atives are recognized in profit or loss as gain (loss) from changes in fair value or investment income.

         Derivatives that are not used for hedging

         Changes in the fair value of derivatives that are not used for hedging are recognized in profit or loss as gain
         (loss) from changes in fair value or investment income.

28.2     Securitization of assets

         Details of the securitization of asset agreements and accounting policy are set out in Note V.5 - Account
         receivables.

28.3     Segment reporting

         Reportable segments are identified based on operating segments which are determined based on the structure
         of the Group’s internal organization, management requirements and internal reporting system.




                                                           194
                                                                                                            ADAMA Ltd.
                                                                                                 (Expressed in RMB '000)
Notes to the Financial Statements


III      SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

28.      Other significant accounting policies and accounting estimates - (cont’d)

28.3     Segment reporting - (cont’d)

         Two or more operating segments may be aggregated into a single operating segment if the segments have
         similar economic characteristics and are same or similar in respect of the nature of each product and service,
         the nature of production processes, the type or class of customers for the products and services, the methods
         used to distribute the products or provide the services, and the nature of the regulatory environment.

         Inter-segment revenues are measured on the basis of actual transaction price for such transactions for seg-
         ment reporting. Segment accounting policies are consistent with those for the consolidated financial state-
         ments.

28.4     Profit distributions to shareholders

         Dividends which are approved after the balance sheet date are not recognized as a liability at the balance
         sheet date but are disclosed in the notes separately.

29.      Changes in significant accounting policies and accounting estimates

29.1     Changes in significant accounting policies

         "Accounting Standards for Business Enterprises Interpretation No. 15"

         On 30 December 2021, the Ministry of Finance issued "Accounting Standards for Business Enterprises In-
         terpretation No. 15” (hereinafter referred to as “Interpretation No. 15”) which clarified the following ac-
         counting treatments:

         (4) The accounting treatment of the sale of the products or by-products produced before the assets being
             capable of operating in a predetermined manner or produced during the research and development pro-
             cess;
         (5) Disclosure requirements for centralized management of funds; and
         (6) costs a company should include as the cost of fulfilling a contract when assessing whether a contract is
             onerous.

         According to the Interpretation No.15, the second clarification was effective from 30 December 2021. Adop-
         tion of the interpretation has no significant impact on the Group’s financial statements.

29.2     Changes in significant accounting estimates

           There are no significant changes in accounting estimates in the reporting period.




                                                          195
                                                                                                               ADAMA Ltd.
                                                                                                    (Expressed in RMB '000)
Notes to the Financial Statements


30.      Significant accounting estimates and judgments

         The preparation of the financial statements requires management to make estimates and assumptions that
         affect the application of accounting policies and the reported amounts of assets, liabilities, income and ex-
         penses. Actual results may differ from these estimates. Estimates as well as underlying assumptions and
         uncertainties involved are reviewed on an ongoing basis. Revisions to accounting estimates are recognized
         in the period in which the estimate is revised and in any future periods affected.

         Notes V.34, Note VIII, Note IX and Note XIII contain information about the assumptions and their risk
         factors relating to post-employment benefits – defined benefit plans, fair value of financial instruments and
         share-based payments. Other key sources of estimation uncertainty are as follows:

30.1     Expected credit loss of trade receivables

         As described in Note III.11, trade receivables are reviewed at each balance sheet date to determine whether
         credit risk on a receivable has increased significantly since initial recognition, lifetime expected losses is
         accrued for impairment provision. Evidence of impairment includes observable data that comes to the atten-
         tion of the Group about loss events such as a significant decline in the solvency of an individual debtor or
         the portfolio of debtors, and significant changes in the financial condition that have an adverse effect on the
         debtor. If there is objective evidence of a recovery in the value of receivables which can be related objectively
         to an event occurring after the impairment was recognized, the previously recognized impairment loss is
         reversed.

30.2     Provision for impairment of inventories

         As described in Note III.12, the net realisable value of inventories is under management’s regular review,
         and as a result, provision for impairment of inventories is recognized for the excess of inventories’ carrying
         amounts over their net realisable value. When making estimates of net realisable value, the Group takes into
         consideration the use of inventories held on hand and other information available to form the underlying
         assumptions, including the inventories’ market prices and the Group’s historical operating costs. The actual
         selling price, the costs of completion and the costs necessary to make the sale and relevant taxes may vary
         based on the changes in market conditions and product saleability, manufacturing technology and the actual
         use of the inventories, resulting in the changes in provision for impairment of inventories. The net profit or
         loss may then be affected in the period when the impairment of inventories is adjusted.




                                                           196
                                                                                                                ADAMA Ltd.
                                                                                                     (Expressed in RMB '000)
Notes to the Financial Statements


III      SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

30.      Significant accounting estimates and judgments - (cont’d)

30.3     Impairment of assets other than inventories and financial assets

         As described in Note III.20, if impairment indication exists, assets other than inventories and financial assets
         are assessed at balance sheet date to determine whether the carrying amount exceeds the recoverable amount
         of the assets. If any such case exists, an impairment loss is recognized.

         The recoverable amount of an asset (or an asset group) is the greater of its fair value less costs to sell and its
         present value of expected future cash flows. Since a market price of the asset (or the asset group) cannot be
         obtained reliably, the fair value of the asset cannot be estimated reliably, the recoverable amount is calculated
         based on the present value of estimated future cash flows. In assessing the present value of estimated future
         cash flows, significant judgements are exercised over the asset’s production, selling price, related operating
         expenses and discount rate to calculate the present value. All relevant materials which can be obtained are
         used for estimation of the recoverable amount, including the estimation of the production, selling price and
         related operating expenses based on reasonable and supportable assumptions.

30.4     Depreciation and amortisation of assets such as fixed assets and intangible assets

         As described in Note III.15 and III.18, assets such as fixed assets and intangible assets are depreciated and
         amortised over their useful lives after taking into account residual value. The estimated useful lives of the
         assets are regularly reviewed to determine the depreciation and amortisation costs charged in each reporting
         period. The useful lives of the assets are determined based on historical experience of similar assets and the
         estimated technical changes. If there have been significant changes in the factors used to determine the de-
         preciation or amortisation, the rate of depreciation or amortisation is revised prospectively.

30.5     Income taxes and deferred income tax

         The Company and Group companies are assessed for income tax purposes in a large number of jurisdictions
         and, therefore, Company management is required to use considerable judgment in determining the total pro-
         vision for taxes and attribution of income.

         When assessing whether there will be sufficient future taxable profits available against which the deductible
         temporary differences can be utilised, the Group recognizes deferred tax assets to the extent that it is probable
         that future taxable profits will be available against which the deductible temporary differences can be utilised,
         using tax rates that would apply in the period when the asset would be utilised. In determining the amount
         of deferred tax assets, the Group makes reasonable judgements and estimates about the timing and amount
         of taxable profits to be utilised in the following periods, and of the tax rates applicable in the future according
         to the existing tax policies and other relevant regulations. If the actual timing and amount of future taxable
         profits or the actual applicable tax rates differ from the estimates made by management, the differences affect
         the amount of tax expenses.




                                                            197
                                                                                                              ADAMA Ltd.
                                                                                                   (Expressed in RMB '000)
Notes to the Financial Statements


III      SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

30.      Significant accounting estimates and judgments - (cont’d)

30.6     Contingent liabilities

         When assessing the possible outcomes of legal claims filed against the Company and its investee companies,
         the company positions are based on the opinions of their legal advisors. These assessments by the legal
         advisors are based on their professional judgment, considering the stage of the proceedings and the legal
         experience accumulated regarding the various matters. Since the results of the claims will be determined by
         the courts, the outcomes could be different from the assessments.

         In addition to the said claims, the Group is exposed to unasserted claims, inter alia, where there is doubt as
         to interpretation of the agreement and/or legal provision and/or the manner of their implementation. This
         exposure is brought to the Company’s attention in several ways, among others, by means of contacts made
         to Company personnel. In assessing the risk deriving from the unasserted claims, the Company relies on
         internal assessments by the parties dealing with these matters and by management, who weigh assessment
         of the prospects of a claim being filed, and the chances of its success, if filed. The assessment is based on
         experience gained with respect to the filing of claims and the analysis of the details of each claim. By their
         nature, in view of the preliminary stage of the clarification of the legal claim, the actual outcome could be
         different from the assessment made before the claim was filed.

30.7     Employee benefits

         The Group’s liabilities for long-term post-employment and other benefits are calculated according to the
         estimated future amount of the benefit to which the employee will be entitled in consideration for his services
         during the current period and prior periods. The benefit is stated at present value net of the fair value of the
         plan’s assets, based on actuarial assumptions. Changes in the actuarial assumptions could lead to material
         changes in the book value of the liabilities and in the operating results.

30.8     Derivative financial instruments

         The Group enters into transactions in derivative financial instruments for the purpose of hedging risks related
         to foreign currency and inflationary risks. The derivatives are recorded at their fair value. The fair value of
         derivative financial instruments is based on quotes from financial institutions. The reasonableness of the
         quotes is examined by discounting the future cash flows, based on the terms and length of the period to
         maturity of each contract, while using market interest rates of a similar instrument as of the measurement
         date. Changes in the assumptions and the calculation model could lead to material changes in the fair value
         of the assets and liabilities and in the results.




                                                           198
                                                                                                                ADAMA Ltd.
                                                                                                     (Expressed in RMB '000)
Notes to the Financial Statements


IV.      Taxation

1.       Main types of taxes and corresponding tax rates

         The income tax rate in China is 25% (2020: 25%). The subsidiaries outside of China are assessed based on
         the tax laws in the country of their residence.

         Set forth below are the tax rates outside China relevant to the subsidiaries with significant sales to third party:

                Name of subsidiary                                Location            2021
                ADAMA agriculture solutions Ltd.                   Israel            23.0%
                ADAMA Makhteshim Ltd.                              Israel            7.5%
                ADAMA Agan Ltd.                                    Israel            7.5%
                ADAMA Brasil S/A                                   Brazil            34.0%
                Makhteshim Agan of North America Inc.                U.S.            24.7%
                ADAMA India Private Ltd                             India            25.2%
                ADAMA Deutschland GmbH                            Germany            32.5%
                Control Solutions Inc.                               U.S.            24.0%
                Adama Australia Pty Ltd                           Australia          30.0%
                ADAMA France S.A.S                                 France            27.5%
                ADAMA Northern Europe B.V.                        Nether-            25.0%
                                                                    lands
                ADAMA Italia S.R.L.                                 Italy            27.9%
                Alligare Inc.                                        U.S.            27.5%

         The VAT rate of the Group's subsidiaries is in the range between 2.5% to 27%.




                                                            199
                                                                                                               ADAMA Ltd.
                                                                                                    (Expressed in RMB '000)
Notes to the Financial Statements


IV.      Taxation - (cont’d)

1.       Main types of taxes and corresponding tax rates - (cont’d)

(1)      Benefits from High-Tech Certificate

         The Company, was jointly approved as new and high-tech enterprise, by the Hubei Provincial Department
         of Science and Technology, Department of Finance of Hubei Province and Hubei Provincial Office of the
         State Administration of Taxation. The applicable income tax rate from 2020 to 2022 is 15%.

         Adama Anpon (Jiangsu) Ltd. (Formally know as Jiangsu Anpon Electrochemical Co. Ltd, hereinafter -
         “Anpon"), a subsidiary of the Company, was jointly approved as new and high-tech enterprise, by the Jiangsu
         Provincial Department of Science and Technology, Department of Finance of Jiangsu Province and Jiangsu
         Provincial Office of the State Administration of Taxation. The applicable income tax rate from 2021 to 2023
         is 15%.

(2)      Benefits under the Law for the Encouragement of Capital Investments

         Industrial enterprises of subsidiaries in Israel were granted “Approved Enterprise” or “Beneficiary Enterprise”
         status under the Israeli Law for the Encouragement of Capital Investments, 1959. Should a dividend be
         distributed from the retained earning produced in which the company was considered as an “Approved En-
         terprise” or “Beneficiary Enterprise”, the company may be liable for tax at the time of distribution.

         On December 29, 2010 the Knesset approved the Economic Policy Law for 2011-2012, which includes an
         amendment to the Law for the Encouragement of Capital Investments - 1959 (hereinafter - “the Amend-
         ment”). The Amendment is effective from January 1, 2011 and its provisions apply to preferred income
         derived or accrued in 2011 and thereafter by a preferred company, per the definition of these terms in the
         Amendment.

         The Amendment provides that only companies in Development Area A will be entitled to the grants track
         and that they will be entitled to receive benefits under this track and under the tax benefits track at the same
         time. The tax benefit tracks under the law constitute a preferred enterprise and a special preferred enterprise,
         which mainly provide a uniform and reduced tax rate for all the company’s income entitled to benefits. Tax
         rates on preferred income as from 2017 tax year are as follows: 7.5% for Development Area A and 16% for
         the rest of the country.

         The amendment further determined that no tax shall apply to dividend distributed out of preferred income to
         Israel resident company shareholder.

         As of the date of the report, all subsidiaries in Israel adopted the amendment and the deferred taxes were
         calculated accordingly.




                                                           200
                                                                                                               ADAMA Ltd.
                                                                                                    (Expressed in RMB '000)
Notes to the Financial Statements


IV.      Taxation - (cont’d)

1.       Main types of taxes and corresponding tax rates - (cont’d)

(2)      Benefits under the Law for the Encouragement of Capital Investments - (cont’d)

         On December 21, 2016 the Knesset plenum passed the second and third reading of the Economic Efficiency
         Law (Legislative Amendments for Achieving Budget Objectives in the Years 2017 and 2018) – 2016 in
         which the Encouragement Law was also amended (hereinafter: “the Amendment”). The Amendment is ef-
         fective as from January 1, 2017 and added new tax benefit tracks for a “preferred technological enterprise”
         and a “special preferred technological enterprise” which award reduced tax rates to a technological industrial
         enterprise for the purpose of encouraging activity relating to the development of qualifying intangible assets.

         The benefits will be awarded to a “preferred company” that has a “preferred technological enterprise” or a
         “special preferred technological enterprise” with respect to taxable “preferred technological income” per its
         definition in the Encouragement Law.

         Preferred technological income that meets the conditions required in the law, will be subject to a reduced
         corporate tax rate of 12%, and if the preferred technological enterprise is located in Development Area A to
         a tax rate of 7.5%. Special preferred technological enterprise will be subject to a reduced corporate tax rate
         of 6% regardless of the development area in which the enterprise is located.

         In addition, as part of the amendment, a temporary provision was enacted, valid until June 30, 2021, which
         settles tax benefits continuation on income that is eligible to the Preferred Enterprise tax benefits as at June
         30, 2016. ADAMA Agricultural Solutions Ltd. (hereinafter: “Solutions”) implement and act in accordance
         with the temporary provision.

         On May 16, 2017 the Knesset Finance Committee approved Encouragement of Capital Investment Regula-
         tions (Preferred Technological Income and Capital Gain of Technological Enterprise) – 2017 (hereinafter:
         “the Regulations”), which provides rules for applying the “preferred technological enterprise” and “special
         preferred technological enterprise” tax benefit tracks including the Nexus formula that provides the mecha-
         nism for allocating the technological income eligible for the benefits.

         Solutions, through a subsidiary, filed an application to the Israeli Tax Authority for settling its eligibility to
         the tax benefits in accordance with the amendment to the Encouragement Law.

         On November 15, 2021 the Economic Efficiency Law (Legislative Amendments for the 2021 and 2022
         Budget Years) – 2021 was published as well as a Temporary Order to the Law for the Encouragement of
         Capital Investments – 1959 (hereinafter: “the temporary order”), which offers a reduced tax rate arrangement
         to companies that received an exemption from corporate tax under the aforesaid law. The temporary order
         provided that companies that choose to apply the temporary order, which is effective until November 14,
         2022, will be entitled to a reduced tax rate on the “release” of exempt profits (hereinafter: “the beneficiary
         corporate tax rate”). The release of exempt profits makes it possible to distribute them at a reduced rate of
         corporate tax at the company level based on the rate of the profits being distributed pursuant to the condi-
         tions set forth in the Amendment.




                                                            201
                                                                                                            ADAMA Ltd.
                                                                                                 (Expressed in RMB '000)
Notes to the Financial Statements


IV.      Taxation - (cont’d)

1.       Main types of taxes and corresponding tax rates - (cont’d)

(2)      Benefits under the Law for the Encouragement of Capital Investments - (cont’d)

         The reduced corporate tax rate will be determined according to the rate of exempt profits the company
         chooses to release from its entire exempt profits, and will be between 40% and 70% of the corporate tax rate
         that would have applied to the revenue in the year it was produced if it had not been exempt, but in any event
         no less than 6%. Furthermore, a company that chooses to release its exempt profits and pay a beneficiary
         corporate tax rate will be required to invest in its enterprise, within a period of 5 years beginning from the
         tax year it elected, an amount calculated according to a formula provided in the temporary order (30% of the
         exempt income multiplied by the corporate tax rate and multiplied by the release rate). The investment will
         be made in productive assets (with the exclusion of buildings), research and development in Israel and sala-
         ries to new employees of the enterprise. Failure to comply with this condition will require the company to
         pay additional corporate tax.

         In addition, an amendment was made to Section 74 of the Law for the Encouragement of Capital Investments
         – 1959 with respect to identifying the sources of dividend distributions as from August 15, 2021.

         The amendment requires companies to allocate the sources of dividends between exempt profits and other
         profits, pro-rata, as well as the imposition of corporate tax and withholding tax on dividends accordingly. It
         is noted that the amendment to the section may contradict section 72a of the Law, which provides for stability
         in the benefits awarded to companies that chose this track.

         As of this date, Solutions is examining the effect of the amendment on its financial position and financial
         results. Solutions has not yet decided whether and how much accumulated profits will be “released”. Thus,
         in these financial statements the aforementioned amendment had no effect on Solutions current and deferred
         tax balances.

(3)       Benefits under the Law for the Encouragement of Industry (Taxes), 1969

         Under the Israeli Law for the Encouragement of Industry (Taxes) 1969, Solutions is an Industrial Holding
         Company and some of the subsidiaries in Israel are “Industrial Companies”. The main benefit under this law
         is the filing of consolidated income tax returns (Solutions files a consolidated income tax return with Adama
         Makhteshim and submission of a consolidated report together with Adama Agan as of 2017), amortization
         of know-how over 8 years and higher rates of depreciation.




                                                          202
                                                                                                    ADAMA Ltd.
                                                                                         (Expressed in RMB '000)
Notes to the Financial Statements


V. Notes to the consolidated financial statements

1. Cash at Bank and On Hand

                                                                          December 31          December 31
                                                                                2021                2020

      Cash on hand                                                                1,196               4,590
      Deposits in banks                                                       5,758,284           3,830,481
      Other cash and bank                                                        59,355              28,815
                                                                              5,818,835           3,863,886

      Including cash and bank placed outside China                            4,935,072            2,064,876


     As at December 31, 2021 restricted cash and bank balances was 59,355 thousand RMB (as at December 31,
     2020 28,815 thousand RMB) mainly including deposits that guarantee bank acceptance drafts.


2. Financial assets held for trading

                                                                          December 31          December 31
                                                                                2021                2020

      Bank deposits                                                              1,479                 1,253
                                                                                 1,479                 1,253


3. Derivative financial assets

                                                                          December 31          December 31
                                                                                2021                2020

      Economic hedge                                                           198,775            1,545,481
      Accounting hedge derivatives                                              44,541               15,307
                                                                               243,316            1,560,788


4. Bills Receivable

                                                                          December 31          December 31
                                                                                2021                2020

      Post-dated checks receivable                                              79,996               91,975
      Bank acceptance draft                                                      1,996               10,107
                                                                                81,992              102,082

     All bills receivables are due within 1 year.




                                                     203
                                                                                                   ADAMA Ltd.
                                                                                        (Expressed in RMB '000)
Notes to the Financial Statements


V. Notes to the consolidated financial statements – (cont'd)

5. Accounts Receivable

    a. By category

                                                                 December 31, 2021
                                                                      Provision for expected
                                                  Book value               credit losses
                                                                                                   Carrying
                                            Amount Percentage (%) Amount        Percentage (%)      amount

         Account receivables assessed
         individually for impairment        290,224               3   143,827                50      146,397
         Account receivables assessed
         collectively for impairment       8,300,941             97    84,845                  1   8,216,096
                                           8,591,165            100   228,672                  3   8,362,493



                                                                 December 31, 2020
                                                                      Provision for expected
                                                  Book value               credit losses
                                                                                                   Carrying
                                            Amount     Percentage (%) Amount    Percentage (%)      amount

         Account receivables assessed
         individually for impairment        467,325               5   262,933                56      204,392
         Account receivables assessed
         collectively for impairment       8,661,818             95    99,341                  1   8,562,477
                                           9,129,143            100   362,274                  4   8,766,869



    b. Aging analysis

                                                                                       December 31, 2021
         Within 1 year (inclusive)                                                             8,235,000
         Over 1 year but within 2 years                                                          122,949
         Over 2 years but within 3 years                                                          72,651
         Over 3 years but within 4 years                                                          31,553
         Over 4 years but within 5 years                                                          32,159
         Over 5 years                                                                             96,853
                                                                                               8,591,165




                                                        204
                                                                                                          ADAMA Ltd.
                                                                                               (Expressed in RMB '000)
Notes to the Financial Statements


V. Notes to the consolidated financial statements – (cont'd)

5. Accounts Receivable – (cont'd)

     Main groups of account receivables assessed collectively for impairment based on geographical loca-
     tion:

    Geographical location A:
    Account receivables in geographical location A are grouped based on similar credit risk:

                                                                            December 31, 2021
                                                                     Provision for expected
                                                     Book value                  credit loss   Percentage (%)
      Credit group A                                1,449,790                       5,602         0.08-0.62
      Credit group B                                  793,486                       6,867              0.87
      Credit group C                                  204,873                       8,938              4.36
      Credit group D                                   36,139                         754              2.09
                                                    2,484,288                      22,161              0.89

    Geographical location B:
    Account receivables in geographical location B are grouped based on aging analysis:


                                                                   December 31, 2021
                                                                     Provision for expected
                                                     Book value                  credit loss   Percentage (%)
      Accounts receivable that are not overdue        304,566                       2,706                0.9
      Debts overdue less than 60 days                  86,562                       2,788                3.2
      Debts overdue less than 180 days but
      more than 60 days                                25,993                       2,663              10.2
      Debts overdue above 180 days                     13,315                       5,390              40.5
      Legal Debtors                                    37,910                      37,910             100.0

                                                      468,346                      51,457              11.0


    Other geographical locations:

                                                                   December 31, 2021
                                                                     Provision for expected
                                                     Book value                  credit loss   Percentage (%)

      Other account receivables assessed
      collectively for impairment                   5,348,307                      11,227           0.0-3.6




                                                       205
                                                                                                                 ADAMA Ltd.
                                                                                                      (Expressed in RMB '000)
Notes to the Financial Statements


V. Notes to the consolidated financial statements – (cont'd)

5. Accounts Receivable – (cont'd)

    c. Addition, written-back and written-off of provision for expected credit losses during the period

         Addition of provision for expected credit loss during the period


                                                           Lifetime expected
                                                           credit loss (credit         Lifetime expected
                                                           losses has not oc-          credit loss (credit
                                                           curred)                     losses has occurred)     Total

          January 1, 2021                                                    51,896                   310,378      362,274
          Addition (write back) during the period, net                     (14,904)                     9,291       (5,613)
          Write-off during the period                                             -                 (102,995)    (102,995)
          Exchange rate effect                                                (898)                  (24,096)     (24,994)
          Balance as of December 31, 2021                                    36,094                   192,578      228,672


    d. Five largest accounts receivable at December 31, 2021:

                                                                                                Allowance of expected
                                                              Proportion of Accounts          credit losses (credit losses
               Name                 Closing balance               receivable (%)                    has occurred)
             Customer 1                         200,312                                  2                                -
             Customer 2                         116,717                                  1                                -
             Customer 3                          90,423                                  1                                -
             Customer 4                          86,303                                  1                         12,492
             Customer 5                          70,498                                  1                                -
               Total                            564,253                                  6                         12,492


    e. Derecognition of accounts receivable due to transfer of financial assets

         Certain subsidiaries of the group entered into a securitization transaction with Rabobank International for
         sale of trade receivables (hereinafter – “the Securitization Program” and/or “the Securitization Transaction”).

         Pursuant to the Securitization Program, the companies will sell their trade receivables debts, in various dif-
         ferent currencies, to a foreign company that was set up for this purpose and that is not owned by the Adama
         Ltd. (hereinafter – “the Acquiring Company”). Acquisition of the trade receivables by the Acquiring Com-
         pany is financed by Cooperative Rabobank U.A..

         The trade receivables included as part of the Securitization Transaction are trade receivables that meet the
         criteria provided in the agreement.

         Every year the credit facility is re approved in accordance with the Securitization Program. As at the report
         date, the Securitization agreement was approved up to October 31, 2022.




                                                             206
                                                                                                               ADAMA Ltd.
                                                                                                    (Expressed in RMB '000)
Notes to the Financial Statements


V. Notes to the consolidated financial statements – (cont'd)

5. Accounts Receivable – (cont'd)

    e. Derecognition of accounts receivable due to transfer of financial assets - (cont'd)

         The maximum scope of the securitization is adjusted for the seasonal changes in the scope of the Company’s
         activities, as follows: during the months March through June the maximum scope of the securitization is
         $350 million (as of December 31, 2021 – 2,225 million RMB), during the months July through September
         the maximum scope of the securitization is $300 million (as of December 31, 2021 – 1,913 million RMB)
         and during the months October through February the maximum scope of the securitization is $250 million
         (as of December 31, 2021 - 1,594 million RMB). In addition the company has uncommitted facility of $50
         million (as of December 31, 2021 - 319 million RMB) which will be applicable each period. The proceeds
         received from those customers whose debts were sold are used for acquisition of new trade receivables.

         The price at which the trade receivables debts are sold is the amount of the debt sold less a discount calculated
         based on, among other things, the expected length of the period between the date of sale of the trade receiv-
         able and its anticipated repayment date. In the month following acquisition of the debt, the Acquiring Com-
         pany pays in cash most of the debt while the remainder is recorded as a subordinated note and as continuing
         involvement that is paid after collection of the debt sold. If the customer does not pay its debt on the antici-
         pated repayment date, the Company bears interest up to the earlier of the date on which the debt is actually
         repaid or the date on which debt collection is transferred to the insurance company (the actual costs are not
         significant and are not expected to be significant).

         The Acquiring Company bears 95% of the credit risk in respect of the customers whose debts were sold and
         will not have a right of recourse to the Company in respect of the amounts paid in cash, except regarding
         debts with respect to which a commercial dispute arises between the companies and their customers, that is,
         a dispute the source of which is a claim of non-fulfillment of an obligation of the seller in the supply agree-
         ment covering the product, such as: a failure to supply the correct product, a defect in the product, delin-
         quency in the supply date, and the like.

         The Acquiring Company appointed a policy manager who will manage for it the credit risk involved with
         the trade receivables sold, including an undertaking with an insurance company.

         Pursuant to the Receivables Servicing Agreement, the Group subsidiaries handle collection of the trade re-
         ceivables as part of the Securitization Transaction for the benefit of the Acquiring Company.

         As part of the agreement, Solutions is committed to comply with certain financial covenants, mainly the ratio
         of the liabilities to equity and profit ratios. As of December 31, 2021, Solutions was in compliance with the
         financial covenants.

         The accounting treatment of sale of the trade receivables included as part of the Securitization Program is:

         The Company is not controlling the Acquiring Company, therefore the Acquiring Company is not consoli-
         dated in the financial statements.

         The Company continues to recognize the trade receivables included in the Securitization Program based on
         the extent of its continuing involvement therein.

         In respect of the part of the trade receivables included in the securitization Program with respect to which
         cash proceeds were not yet received, however regarding which the Company has transferred the credit risk,
         a subordinated note is recorded.

         The continuing involvement and subordinated note recorded in the balance sheet as part of the “other receiv-
         ables” line item.

                                                          - 207 -
                                                                                                               ADAMA Ltd.
                                                                                                    (Expressed in RMB '000)
Notes to the Financial Statements


V. Notes to the consolidated financial statements – (cont'd)

5. Accounts Receivable – (cont'd)

    e. Derecognition of accounts receivable due to transfer of financial assets - (cont'd)

         The loss from sale of the trade receivables is recorded at the time of sale in the statement of income in the
         “financing expenses”.

         The Company’s subsidiary in Brazil (hereinafter - “the subsidiary”) entered into a securitization agreement
         with Rabobank Brazil for sale of trade receivables. Under the agreement, the subsidiary will sell its trade
         receivables to a securitization structure (hereinafter - “the entity”) that was formed for this purpose where
         the subsidiary has subordinate rights of 5% of the entity's capital.

         As at the report date, the subsidiary agreement was approved up to September 1, 2022. The maximum secu-
         ritization scope as of December 31, 2021 is BRL 364 million (RMB 470 million).

         On the date of the sale of the trade receivables, the entity pays the full amount which is the debt amount sold
         net of discount calculated, among others, over the expected length of the period between the date of sale of
         the customer receivable and its anticipated repayment date.

         The entity bears 95% of the credit risk in respect of the customers whose debts were sold such that the entity
         has the right of recourse of 5% of the unpaid amount. The subsidiary has a pledged deposit with regards to
         the entity's right of recourse.

         The subsidiary continues to recognize the trade receivables sold to the entitiy based on the extent of its
         continuing involvement therein (5% right of recourse) and also recognizes an associated liability in the same
         amount.

         During the fourth quarter of 2021, the subsidiary has entered into an additional securitization agreement with
         Itau Bank and Farm investments, for sale of trade receivables to a securitization structure that was formed
         for this purpose where the subsidiary has mezzanine quotes of 10.5% of the entity's capital.

         As at the report date, the subsidiary agreement was approved up to November 10, 2025. The agreement has
         a maximum scope of BRL 306 million (RMB 342 million).

         The entity bears 100% of the credit risk in respect of the customers whose debts were sold (non-recourse),
         therefore the subsidiary has no continuing involvement in the those account receivables sold.

         In both agreements, the subsidiary handles the collection of receivables included in the securitization for the
         entities.

         The subsidiary does not control the entities and therefore the entities are not consolidated in the group's
         financial statements.

         The loss from the sale of the trade receivables is recorded at the time of sale to profit and loss under financing
         expenses.




                                                            208
                                                                                                               ADAMA Ltd.
                                                                                                    (Expressed in RMB '000)
Notes to the Financial Statements


V. Notes to the consolidated financial statements – (cont'd)

5. Accounts Receivable – (cont'd)

    f.     Derecognition of accounts receivable due to transfer of financial assets - (cont'd)

                                                                                     December 31           December 31
                                                                                           2021                  2020

           Accounts receivables derecognized                                               2,962,111          2,850,745
           Continuing involvement                                                            117,995            125,578
           Subordinated note in respect of trade receivables                                 388,631            762,598
           Liability in respect of trade receivables                                          98,836             22,002


                                                                                          Year ended December 31
                                                                                                2021            2020

           Loss in respect of sale of trade receivables                                       93,307               73,673


6. Receivables financing

                                                                                     December 31           December 31
                                                                                           2021                 2020

           Bank acceptance draft                                                             120,157               109,483
                                                                                             120,157               109,483

    As at December 31, 2021, bank acceptance endorsed but not yet due amounts to 670,411 thousands RMB.


7. Prepayments

     (1)    The aging analysis of prepayments is as follows:

                                                                 December 31                       December 31
                                                                    2021                              2020
                                                               Amount    Percentage (%)          Amount    Percentage (%)



            Within 1 year (inclusive)                          368,565              97           400,549               99
            Over 1 year but within 2 years (inclusive)           8,850               2             3,037                1
            Over 2 years but within 3 years (inclusive)            429               -               640                -
            Over 3 years                                         1,944               1             1,782                -
                                                               379,788             100           406,008              100

     (2)    Total of five largest prepayments by debtor at the end of the period:

                                                                                  Percentage of prepayments
                                                                  Amount                               (%)

            December 31, 2021                                      90,265                                     24

                                                           209
                                                                                                 ADAMA Ltd.
                                                                                      (Expressed in RMB '000)
Notes to the Financial Statements


V. Notes to the consolidated financial statements – (cont'd)

8.   Other Receivables

     (1) Other receivables by nature

                                                                       December 31     December 31
                                                                              2021            2020
            Dividends receivable                                             1,599                -
            Others                                                         690,340        1,310,029
                                                                           691,939        1,310,029


            a. Others breakdown by categories

                                                                       December 31     December 31
                                                                             2021            2020
            Trade receivables as part of securitization transactions
            not yet eliminated                                             117,995           125,578
            Subordinated note in respect of trade receivables              388,631           762,598
            Financial institutions                                               -           231,183
            Receivables in respect of disposal of fixed assets              19,940            23,949
            Other                                                          174,624           182,867
            Sub total                                                      701,190         1,326,175

            Provision for expected credit losses - other receivables       (10,850)         (16,146)
                                                                           690,340         1,310,029


            b. Other receivables by aging

                                                                                      December 31
                                                                                             2021
             Within 1 year (inclusive)                                                     655,455
             Over 1 year but within 2 years                                                 10,548
             Over 2 years but within 3 years                                                 4,734
             Over 3 years but within 4 years                                                11,543
             Over 4 years but within 5 years                                                   321
             Over 5 years                                                                   18,589
                                                                                           701,190




                                                          210
                                                                                                         ADAMA Ltd.
                                                                                              (Expressed in RMB '000)
Notes to the Financial Statements


V. Notes to the consolidated financial statements – (cont'd)

8.   Other Receivables - (cont'd)

     (2) Additions, recovery or reversal and written-off of provision for expected credit losses during the
           period:

                                                                                              Year ended
                                                                                          December 31, 2021

             Balance as of January 1 2021,                                                            16,146
             Addition during the period                                                                 2,448
             Written back during the period                                                           (7,719)
             Write-off during the period                                                                    -
             Exchange rate effect                                                                        (25)
             Balance as of December 31, 2021                                                          10,850


     (3) Five largest other receivables at December 31, 2021:

                                                                                            Allowance of ex-
                                                               Proportion of other re-       pected credit
                           Name           Closing balance          ceivables (%)                 losses
             Party 1                              388,631                           55                     -
             Party 2                                9,143                             1                    -
             Party 3                                9,315                             1                    -
             Party 4                               12,785                             2                    -
             Party 5                               10,627                             2                    -
             Total                                430,501                           61                     -


9.   Inventories

     (1)    Inventories by category:

                                                                    December 31, 2021
                                                                 Provision for impair-
                                               Book value                ment                 Carrying amount

             Raw materials                        4,217,049                      26,514                 4,190,535
             Work in progress                       766,650                      16,647                   750,003
             Finished goods                       6,545,536                     139,307                 6,406,229
             Others                                 415,047                      11,652                   403,395
                                                 11,944,282                     194,120                11,750,162

                                                                   December 31, 2020
                                                                 Provision for impair-
                                                 Book value              ment                  Carrying amount

             Raw materials                         3,060,965                     42,945                 3,018,020
             Work in progress                        704,391                          -                   704,391
             Finished goods                        6,488,658                    153,577                 6,335,081
             Others                                  288,218                      7,437                   280,781
                                                  10,542,232                    203,959                10,338,273

                                                      211
                                                                                                         ADAMA Ltd.
                                                                                              (Expressed in RMB '000)
Notes to the Financial Statements


V. Notes to the consolidated financial statements – (cont'd)

9.   Inventories - (cont'd)

     (2)    Provision for impairment of inventories:


            For the year ended December 31, 2021


                            January 1,           First time               Reversal or               December 31,
                            2021              consolidation   Provision     write-off      Other           2021

     Raw material                    42,945          2,341      13,960      )31,498(      )1,234(         26,514
     Work in progress                     -          5,608      11,762         )157(        )566(         16,647
     Finished goods                 153,577          4,183      77,712      (93,379)      (2,786)        139,307
     Others                           7,437          2,464       3,001       )1,064(        )186(         11,652
                                    203,959         14,596     106,435     (126,098)      (4,772)        194,120



10. Other Current Assets

                                                                                December 31         December 31
                                                                                      2021                2020

     Deductible VAT                                                                     615,406            499,136
     Current tax assets                                                                 158,440            232,051
     Short term investments                                                             121,629                  -
     Others                                                                              42,978             38,454
                                                                                        938,453            769,641



11. Long-Term Receivables

                                                                                December 31         December 31
                                                                                      2021                2020

     Long term account receivables from sale of goods                                    56,234             95,329
                                                                                         56,234             95,329




                                                              212
                                                                                                                    ADAMA Ltd.
                                                                                                         (Expressed in RMB '000)
Notes to the Financial Statements


V. Notes to the consolidated financial statements – (cont'd)

12. Long-Term Equity Investments

     (1)    Long-term equity investments by category:

                                                                                         December 31             December 31
                                                                                               2021                    2020

       Investments in Joint ventures                                                               15,335               14,081
       Investments in Associate *                                                                       -                    -
                                                                                                   15,335               14,081

       *     The associate was liquidated in 2020.

     (2)    Movements of long-term equity investments for the period are as follows:


                                                                  Declared dis-    Change in
                    January 1,      Investment   Other Compre-    tribution of     consolidation    Balance at the
                    2021            income       hensive income   cash dividend    scope            end of the period

     Joint ven-
     tures
     Investee A           2,884          1,010            (68)           (1,599)              -                2,227
     Investee B             933              -            (84)                 -          (849)                    -
     Investee C          10,264          4,913          (1201)             (868)              -               13,108
     Sub-total           14,081          5,923          (1353)           (2,467)          (849)               15,335




13. Other equity investments


                               December 31,         December 31, Dividend received
                                      2021                 2020 during 2021

     Investment A                      84,720               85,495                      1,808
     Investment B                      65,765               65,034                      1,599
     Investment C                       1,633                1,671                          -
                                      152,118              152,200                      3,407


     Other equity investments are non-core businesses that are intended to be held in the foreseeable future.




                                                              213
                                                                                                             ADAMA Ltd.
                                                                                                  (Expressed in RMB '000)
Notes to the Financial Statements


V. Notes to the consolidated financial statements – (cont'd)

14. Fixed assets

                                                Land &        Machinery &                Office & other
                                               Buildings        equipment Motor vehicles     equipment             Total

     Cost
     Balance as at January 1, 2021             3,299,569          13,982,376     122,215        371,573      17,775,733
     First time consolidation                    347,361             900,321        2,050          6,795      1,256,527
     Purchases                                    44,480             261,957       18,410         28,205        353,052
     Transfer from construction in progress      226,360             688,823        1,232          3,417        919,832
     Disposals                                  (28,604)           (157,214)     (13,256)       (21,463)      (220,537)
     Currency translation adjustment            (63,490)           (265,512)      (9,953)       (13,085)      (352,040)
     Balance as at December 31, 2021           3,825,676          15,410,751     120,698        375,442      19,732,567

     Accumulated depreciation
     Balance as at January 1, 2021            (1,673,044)         (8,647,241)    (62,224)      (293,523)    (10,676,032)
     First time consolidation                    (12,402)            (63,575)       (349)        (1,604)        (77,930)
     Charge for the period                      (106,151)           (668,171)    (17,503)       (36,298)       (828,123)
     Disposals                                     22,527             135,606      11,069         21,444         190,646
     Currency translation adjustment               34,220             164,297       2,405         10,386         211,308
     Balance as at December 31, 2021          (1,734,850)         (9,079,084)    (66,602)      (299,595)    (11,180,131)

     Provision for impairment
     Balance as at January 1, 2021             (159,691)           (363,008)       (651)           (235)       (523,585)
     First time consolidation                          -             (1,645)         (8)               -         (1,653)
     Charge for the period                             -               (384)           -           (548)           (932)
     Disposals                                     3,948              16,274           8               8          20,238
     Currency translation adjustment                 180               1,695           5               5           1,885
     Balance as at December 31, 2021           (155,563)           (347,068)       (646)           (770)       (504,047)

     Carrying amounts
     As at December 31, 2021                   1,935,263           5,984,599      53,450         75,077       8,048,389
     As at January 1, 2021                     1,466,834           4,972,127      59,340         77,815       6,576,116



   The lands reported as fixed assets are owned by the group subsidiaries and are located outside of China.




                                                            214
                                                                                                                                                                                         ADAMA Ltd.
                                                                                                                                                                              (Expressed in RMB '000)
Notes to the Financial Statements


V.   Notes to the consolidated financial statements - (cont'd)

15. Construction in Progress

     (1)    Construction in progress

                                     December 31                                                      December 31
                                        2021                                                             2020
                                     Provision for im-                                                Provision for im-
               Book value                pairment           Carrying amount        Book value             pairment           Carrying amount

                     2,164,394                (20,994)             2,143,400            1,431,068                 (25,740)             1,405,328



     (2)    Details and Movements of major construction projects in progress during year ended December 31, 2021

                                                                                                                             Actual
                                                                   Including:     Currency      Transfer                     cost to       Project
                                       January 1,                   Interest     translation    to fixed    December         budget       progress
                            Budget       2021        Additions     capitalized   differences     assets      31, 2021         (%)           (%)      Source of funds

            Project A 1,509,420          632,656         120,651       26,421             -     (420,585)     332,722             57            57               Bank loan
            Project B   722,302           25,441         190,130           90             -             -     215,571             30            30               Bank loan
            Project C   465,248           15,803         161,642            -       (2,891)             -     174,554             38            38         Internal finance
            Project D   338,008           56,460         190,427        7,574       (3,520)             -     243,367             72            72         Internal finance
            Project E * 172,055           51,402         113,269            -             -      (40,012)     124,659             72            72         Internal finance
            Project G   138,812           53,922          71,751        2,968         (610)     (125,063)           -            100           100         Internal finance
            Project F   138,000           39,786          59,829            -             -             -      99,615             72            72         Internal finance
            Project H   133,890           59,699          42,419            -       (1,862)             -     100,256             75            75         Internal finance
            Project I    96,401           32,300          40,944            -             -             -      73,244             76            76         Internal finance
            Project J    82,247           54,618          26,513            -             -             -      81,131             99            99         Internal finance



             * As of December 31, 2021 Project E include impairment of RMB 21 million.




                                                                                                            215
                                                                                                             ADAMA Ltd.
                                                                                                  (Expressed in RMB '000)
Notes to the Financial Statements


V.   Notes to the consolidated financial statements - (cont'd)

16. Right-of-use assets

                                            Land & Build-    Machinery &                      Office & other
                                                    ings       equipment    Motor vehicles        equipment        Total

     Cost
     Balance as at January 1, 2021                 468,521         45,329          223,914            3,445      741,209
     Additions                                      64,577            768          105,146            1,832      172,323
     Disposals                                    (19,051)          (768)         (63,933)            (968)     (84,720)
     Currency translation adjustment              (21,015)        (1,070)           (7,016)           (121)     (29,222)
     Balance as at December 31, 2021               493,032        44,259           258,111            4,188      799,590

     Accumulated depreciation
     Balance as at January 1, 2021               (145,226)       (12,553)         (98,233)           (1,579)   (257,591)
     Charge for the period                        (78,816)        (5,948)         (77,796)             (813)   (163,373)
     Disposals                                      17,596            742           57,467               658      76,463
     Currency translation adjustment                 5,296            366            3,107                57       8,826
     Balance as at December 31, 2021             (201,150)       (17,393)        (115,455)           (1,677)   (335,675)

     Provision for impairment
     Balance as at January 1, 2021                       -              -                 -                -           -
     Balance as at December 31, 2021                     -              -                 -                -           -

     Carrying amounts
     As at December 31, 2021                      291,882         26,866          142,656             2,511     463,915
     As at January 1, 2021                        323,295         32,776          125,681             1,866     483,618




                                                       216
                                                                                                                                                                                                     ADAMA Ltd.
                                                                                                                                                                                          (Expressed in RMB '000)
Notes to the Financial Statements


V.   Notes to the consolidated financial statements - (cont'd)

17. Intangible Assets

                                                                                                                 Marketing
                                                                       Intangible assets                        rights, trade-
                                                  Product registra-     on Purchase of                         name and trade-    Customers rela-
                                                       tion                Products            Software            marks               tions            Land use rights (1)   Others(2)           Total

      Costs
      Balance as at January 1, 2021                     10,693,031            3,918,407            856,741            744,060            451,008                  392,876        320,747          17,376,870
      First time consolidation (3)                          14,638                    -                2,833                 -             98,711                  85,500        190,338             392,020
      Purchases                                            561,514                    -             117,911              1,019                  -                  20,627         33,246             734,317
      Currency translation adjustment                    (257,833)             (89,602)            (22,926)           (17,622)           (11,480)                   (826)         (7,640)          (407,929)
      Transfer from construction in progress                     -                    -              46,712                  -                  -                       -               -             46,712
      Disposal                                           (217,503)                    -              (3,058)             (510)                  -                       -               -          (221,071)
      Balance as at December 31, 2021                   10,793,847            3,828,805            998,213            726,947            538,239                  498,177        536,691          17,920,919

      Accumulated amortization
      Balance as at January 1, 2021                     (8,106,183)         (2,456,612)           (538,255)         (443,625)           (220,302)                (71,468)      (183,235)        (12,019,680)
      First time consolidation (3)                           (1,879)                  -               (141)                 -                   -                 (1,162)          (609)              (3,791)
      Charge for the period                               (516,925)           (251,655)            (75,220)          (24,830)            (35,582)                (10,090)       (36,274)           (950,576)
      Currency translation adjustment                       198,327              59,139              14,542            10,909               6,579                       -          5,110             294,606
      Disposal                                              212,084                   -               2,877                67                   -                       -              -             215,028
      Balance as at December 31, 2021                   (8,214,576)         (2,649,128)           (596,197)         (457,479)           (249,305)                (82,720)      (215,008)        (12,464,413)

      Provision for impairment
      Balance as at January 1, 2021                        (81,679)             (48,806)                   -                 -                      -                     -         (250)          (130,735)
      Charge for the period                                 (2,497)                    -                   -                 -                      -                     -             -            (2,497)
      Disposal                                                    -                    -                   -                 -                      -                     -             -                  -
      Currency translation adjustment                         1,898                1,116                   -                 -                      -                     -             -              3,014
      Balance as at December 31, 2021                      (82,278)             (47,690)                   -                 -                      -                     -         (250)          (130,218)

      Carrying amount
      As at December 31, 2021                            2,496,993            1,131,987             402,016           269,468             288,934                 415,457        321,433           5,326,288
      As at January 1, 2021                              2,505,169            1,412,989             318,486           300,435             230,706                 321,408        137,262           5,226,455


     (1)     Include land parcel in Israel that has not yet been registered in the name of the Group subsidiaries at the Land Registry Office, mostly due to registration procedures or technical problems.
     (2)     Mainly non-compete and exclusivity agreements.
     (3)     For further information refer to note VI. – Changes in consolidation scope.


                                                                                                     217
                                                                                                            ADAMA Ltd.
                                                                                                 (Expressed in RMB '000)
Notes to the Financial Statements


V.   Notes to the consolidated financial statements - (cont'd)

18. Goodwill

     Changes in goodwill

     The Group allocates goodwill to two cash generating units ("CGU"), Crop Protection (Agro) and a non-core ac-
     tivity included in the Intermediates and ingredients segment. At the end of the year, or more frequently whether
     indicators for impairment exists, the Group estimates the recoverable amount of each CGU for which goodwill
     has been allocated to using the DCF model based on the Group business plan. The discount rate used in the DCF
     model is determined based on the company's cost of equity and cost of debt, taking into account the comprehensive
     risk factors.

     The carrying amount of goodwill is mainly allocated to Agro units, which includes RMB 127 million from the
     acquisitions of Adama Huifeng (shanghai) Agricultural Technology Co., Ltd and Adama Huifeng (Jiangsu) Co.
     Ltd. Total amount of goodwill allocated to the Agro units amounts to RMB 4,346 thousand. The goodwill allo-
     cated to non-core CGU is not significant.

     As of December 31, 2021 the fair value of the cash generating units to which goodwill has been allocated to
     exceeds its carrying amount.

                                                                 Change dur-        Currency         Balance at De-
                                                  January 1,      ing the year     translation        cember 31,
                                                     2021                  (*)     adjustment            2021

       Book value                                   4,584,226         (74,695)           (99,932)          4,409,599
       Impairment provision                                 -                -                  -                  -
       Carrying amount                              4,584,226         (74,695)           (99,932)          4,409,599

     * For further information regarding the changes in goodwill during the period see note VI. – Changes in consoli-
       dation scope.

19. Deferred Tax Assets and Deferred Tax Liabilities

     (1)    Deferred tax assets without taking into consideration of the offsetting of balances within the same
            tax jurisdiction

                                                         December 31                        December 31
                                                             2021                              2020
                                                   Deductible                        Deductible
                                                   temporary Deferred tax            temporary      Deferred tax
                                                   differences       assets          differences          assets

       Deferred tax assets

       Deferred tax assets in respect of carry
       forward losses                               1,378,984          197,354           785,259              142,312
       Deferred tax assets in respect of inven-
       tories                                       1,117,094          294,043         1,555,528              422,995
       Deferred tax assets in respect of em-
       ployee benefits                              1,009,387          150,742           910,081             128,676
       Other deferred tax asset                     1,375,455          331,258         1,569,188             366,652
                                                    4,880,920          973,397         4,820,056           1,060,635


                                                         218
                                                                                                              ADAMA Ltd.
                                                                                                   (Expressed in RMB '000)
Notes to the Financial Statements


V.         Notes to the consolidated financial statements - (cont'd)

19. Deferred Tax Assets and Deferred Tax Liabilities - (cont’d)

     (2)     Deferred tax liabilities without taking into consideration of the offsetting of balances within the
             same tax jurisdiction

                                                                 December 31                     December 31
                                                                     2021                            2020
                                                              Taxable                         Taxable
                                                           temporary Deferred tax          temporary Deferred tax
                                                           differences     liabilities     differences     liabilities
             Deferred tax liabilities
             Deferred tax liabilities in respect of
             fixed assets and intangible assets             3,392,987         630,460       3,512,629           618,904
                                                            3,392,987         630,460       3,512,629           618,904

     (3)     Deferred tax assets and deferred tax liabilities presented on a net basis after offsetting

                                                         December 31                         December 31
                                                            2021                                2020
                                                    The offset                           The offset
                                                   amount of      Deferred tax      amount of de-
                                                 deferred tax     assets or lia-     ferred tax as-        Deferred tax
                                                 assets and li-   bilities after   sets and liabili-   assets or liabili-
                                                      abilities           offset                ties    ties after offset

             Presented as:
             Deferred tax assets                      250,322           723,075            286,962              773,673
             Deferred tax liabilities                 250,322           380,138            286,962              331,942

     (4)     Details of unrecognized deferred tax assets

                                                                                     December 31         December 31
                                                                                           2021                2020

             Deductible temporary differences                                              496,972              523,951
             Deductible losses carry forward                                               308,812              103,402
                                                                                           805,784              627,353

     (5)     Expiration of deductible tax losses carry forward for unrecognized deferred tax assets

                                                                                     December 31         December 31
                                                                                           2021                2020

             2021                                                                                -                2,388
             2022                                                                            1,596                1,626
             2023                                                                            2,068                2,105
             2024                                                                           19,063                1,785
             2025                                                                            5,751                5,885
             After 2025                                                                    280,334               89,613
                                                                                           308,812              103,402

                                                            219
                                                                                                           ADAMA Ltd.
                                                                                                (Expressed in RMB '000)
Notes to the Financial Statements


V.   Notes to the consolidated financial statements - (cont'd)

19. Deferred Tax Assets and Deferred Tax Liabilities - (cont'd)

     (6)    Unrecognized deferred tax liabilities

            When calculating the deferred taxes, taxes that would have applied in the event of realizing investments
            in subsidiaries were not taken into account since it is the Company’s intention to hold these investments
            and not realize them.

20. Other Non-Current Assets

                                                                                   December 31         December 31
                                                                                         2021                2020

     Judicial deposits                                                                   115,649              93,182
     Assets related to securitization                                                     74,169              31,979
     Advances in respect of non-current assets                                           165,555              40,857
     Others                                                                              149,252              91,314
                                                                                         504,625             257,332

21. Short-Term Loans

     Short-term loans by category:

                                                                                   December 31         December 31
                                                                                         2021                2020

     Unsecured loans                                                                     874,755           1,205,498
                                                                                         874,755           1,205,498


22. Derivative financial liabilities

                                                                                   December 31         December 31
                                                                                         2021                2020

     Economic hedge                                                                      167,987           1,197,274
     Accounting hedge derivatives                                                          8,219             266,340
                                                                                         176,206           1,463,614




                                                          220
                                                                                                 ADAMA Ltd.
                                                                                      (Expressed in RMB '000)
Notes to the Financial Statements


V.   Notes to the consolidated financial statements - (cont'd)

23. Bills Payables

                                                                        December 31         December 31
                                                                              2021                2020

     Post-dated checks payables                                              371,467               264,402
     Note payables draft                                                     121,909               105,389
                                                                             493,376               369,791

     As at December 31, 2021, none of the bills payable are overdue.

24. Accounts payable

                                                                       December 31          December 31
                                                                             2021                 2020

       Within 1 year (including 1 year)                                   6,238,230             4,523,845
       1-2 years (including 2 years)                                         30,707                 7,454
       2-3 years (including 3 years)                                          3,181                 4,349
       Over 3 years                                                          22,045                21,358
                                                                          6,294,163             4,557,006

     There are no significant accounts payables aging over one year.


25. Contract liabilities
                                                                       December 31          December 31
                                                                             2021                 2020

       Discount for customers                                               763,964               633,882
       Advances from customers                                              617,347               458,371
                                                                          1,381,311             1,092,253


26. Employee Benefits Payable

                                                                       December 31          December 31
                                                                             2021                 2020

      Short-term employee benefits                                          852,806               660,144
      Post-employment benefits                                               44,260               122,216
      Share based payment (See note XIII)                                   112,176                85,900
      Other benefits within one year                                        205,562               306,506
                                                                          1,214,804             1,174,766

      Current maturities                                                     33,175                34,068
                                                                          1,247,979             1,208,834




                                                        221
                                                                                                          ADAMA Ltd.
                                                                                               (Expressed in RMB '000)
Notes to the Financial Statements


V.   Notes to the consolidated financial statements - (cont'd)

27. Taxes Payable

                                                                               December 31           December 31
                                                                                     2021                  2020

      Corporate income tax                                                          174,705                 168,033
      VAT                                                                           153,336                 166,073
      Others                                                                         40,641                  24,882
                                                                                    368,682                 358,988

28. Other Payables

                                                                               December 31            December 31
                                                                                       2021                   2020
      Dividends payables                                                                750                  3,780
      Other payables                                                              1,341,438              1,071,941
                                                                                  1,342,188              1,075,721

     (1)    Other payables

                                                                               December 31           December 31
                                                                                     2021                  2020

       Accrued expenses                                                             621,024                541,250
       Payables in respect of intangible assets                                     115,987                135,176
       Financial institutions                                                         6,127                111,863
       Liability in respect of securitization transactions                           98,836                 22,002
       Hold-back payment due to acquistions                                         254,000                      -
       Others                                                                       245,464                261,650
                                                                                  1,341,438              1,071,941

     As at December 31, 2021, the Group did not have any significant other payables overdue.


29. Non-Current Liabilities Due Within One Year

     Non-current liabilities due within one year by category are as follows:

                                                                                December 31          December 31
                                                                                      2021                 2020

      Long-term loans due within one year                                          1,099,643                587,864
      Lease liabilities due within one year                                          139,162                146,178
      Debentures payable due within one year                                         556,949                538,539
                                                                                   1,795,754              1,272,581




                                                             222
                                                                                                             ADAMA Ltd.
                                                                                                  (Expressed in RMB '000)
Notes to the Financial Statements


V.   Notes to the consolidated financial statements - (cont'd)

30. Other Current Liabilities

                                                                                     December 31         December 31
                                                                                           2021                2020

       Put options to holders of non-controlling interests                                 170,422              87,388
       Provision in respect of returns                                                     196,831             194,775
       Provision in respect of claims                                                       45,293              33,036
       Others                                                                                  363                 398
                                                                                           412,909             315,597

31. Long-Term Loans

     Long-term loans by category

                                                                   December 31                  December 31
                                                                   2021 Interest range         2020 Interest range

     Long term loans
     Guaranteed loans                                       415,887        3.95% - 4.1%            -                 -
     Unsecured loans                                      4,182,668       1.36% - 4.05%    2,947,492      1.4% - 4.7%
     Total Long term loans                                4,598,555                        2,947,492
     Less:
     Long term loans from banks due within 1 year       (1,099,643)                        (559,864)
     Long term loans, net                                 3,498,912                        2,387,628

     *     For more detailes regarding the guaranteed loans – see note X. related parties and related parties transac-
           tions.
           For the maturity analysis, see note VIII.C - Liquidity risk.

32. Debentures Payable

                                                                                     December 31         December 31
                                                                                           2021                2020

     Debentures Series B                                                                  8,354,080          8,616,652
     Current maturities                                                                   (556,949)          (538,539)
                                                                                          7,797,131          8,078,113

                                                                                                         December 31
                                                                                                                 2021
     First year (current maturities)                                                                          556,949
     Second year                                                                                              556,949
     Third year                                                                                               556,949
     Fourth year                                                                                              556,949
     Fifth year and thereafter                                                                              6,126,284
                                                                                                            8,354,080




                                                             223
                                                                                                                                                                         ADAMA Ltd.
                                                                                                                                                              (Expressed in RMB '000)
Notes to the Financial Statements


V.   Notes to the consolidated financial statements - (cont'd)

32. Debentures Payable - (cont'd)

     Movements of debentures payable:

     For the year ended December 31, 2021:
                                                                                     Balance at   Amortization       CPI and     Repayment       Currency    Balance at
         Maturity     Face value    Face value   Issuance    Maturity     Issuance   January 1,    of discounts     exchange      during the   translation   December
          period        in RMB            NIS        date     period       amount         2021     or premium      rate effect        period   adjustment      31, 2021

       Debentures                                            November
         Series B       2,673,640    1,650,000   4.12.2006   2020-2036   3,043,742    3,611,389             225      204,961       (235,836)      (78,107)    3,502,632
       Debentures                                            November
         Series B         843,846     513,527    16.1.2012   2020-2036    842,579     1,074,338          11,279       61,081        (77,163)      (23,200)    1,046,335
       Debentures                                            November
         Series B         995,516     600,000     7.1.2013   2020-2036   1,120,339    1,335,327           4,927       75,708        (90,155)      (28,856)    1,296,951
       Debentures                                            November
         Series B         832,778     533,330     1.2.2015   2020-2036   1,047,439    1,255,064          (3,095)      71,232        (80,139)      (27,152)    1,215,910
       Debentures                                            November
         Series B         418,172     266,665    1-6.2015    2020-2036    556,941       687,307          (8,416)      39,045        (40,069)      (14,877)     662,990
       Debentures                                            November
         Series B         497,989     246,499     5.5.2020   2020-2036     692,896      653,227          (9,963)      37,175        (37,042)      (14,135)      629,262
                                                                                      8,616,652          (5,043)     489,202       (560,404)     (186,327)    8,354,080



     Series B debentures, in amount of NIS 3,810 million par value (3,730 million par value, net of self-purchased), linked to the CPI and bear interest at the base annual rate of
     5.15%. The debenture principal shall be repaid in 17 equal payments in the years 2020 through 2036.

     On May 5, 2020, the Company issued debentures through an expansion of Series B totaling NIS 246.5 million par value, in consideration for 115.6% of their par value. The
     total net proceeds amounted to $98 million. The issuance costs were $341 thousand.

     On November 30, 2020 through 2021, the Company repaid a total of NIS 438.8 million par value Series B debentures, which amounted to about $165.7 million, as payments
     of the debenture principal of Series B (approximately RMB 1,000 million).



                                                                                        224
                                                                                                                             ADAMA Ltd.
                                                                                                                  (Expressed in RMB '000)
Notes to the Financial Statements


V.    Notes to the consolidated financial statements - (cont'd)

33. Lease liabilities
                                                                           December 31                             December 31
                                                                           2021 Interest range                    2020 Interest range

     Lease liabilities                                                 501,248         1.3%-6.1%            525,368       1.3%-6.1%
     Less: Lease liabilities due within one year                     (139,162)                            (146,178)
     Long term lease liabilities, net                                  362,086                              379,190

34. Long-Term Employee Benefits Payable
     Post-employment benefit plans – defined benefit plan and early retirement

                                                                                                     December 31        December 31
                                                                                                            2021              2020

     Total present value of obligation                                                                    687,759               594,165
     Less: fair value of plan's assets                                                                   (86,282)              )92,634(
     Net liability related to Post-employment benefits                                                    601,477               501,531

     Termination benefits                                                                                  91,912                99,466
     Total recognized liability for defined benefit plan, net (1)                                         693,389               600,997

     Share based payment (See note XIII)                                                                    5,674                21,088
     Other long-term employee benefits                                                                    123,826                57,738
     Total long-term employee benefits, net                                                               822,889               679,823

     Including: Long-term employee benefits payable due within one year                                    30,531                34,068
                                                                                                          792,358               645,755

     (1)    Movement in the net liability and assets in respect of defined benefit plans, early retirement and
            their components
                                                               Defined benefit obli-
                                                               gation and early re-      Fair value of plan's
                                                                     tirement                   assets                     Total
                                                                    2021        2020         2021         2020         2021        2020
     Balance as at January 1, 2021                              693,631     721,931        92,634      104,448       600,997     617,483

     Expense/income recognized
      in profit and loss:
     Current service cost                                         31,070      34,181       (1,310)           -        32,380      34,181
     Interest costs                                               17,836      22,932         2,077       3,270        15,759      19,662
     Losses (gains) on curtailments and settlements               24,584      54,959             -           -        24,584      54,959
     Changes in exchange rates                                    17,662      41,922         3,283       7,409        14,379      34,513
     Actuarial gain (losses) due to early retirement            (11,391)     )4,670(             -           -      (11,391)     (4,670)

     Included in other comprehensive income:
     Actuarial gain (losses) as a result of changes in actu-
     arial assumptions                                           39,638     )43,604(        6,077       (7,941)       33,561    (35,663)
     Foreign currency translation differences in respect of
     foreign operations                                         (16,030)    )42,276(       (2,152)      (6,584)     (13,878)    (35,692)

     Additional movements:
     Benefits paid                                             (117,368)    (95,546)      (18,611)     (13,212)     (98,757)    (82,334)
     Classification from short term                              100,039           -             -            -     100,039            -
     Contributions paid by the Group                                   -           -         4,284        5,244      (4,284)     (5,244)
     First time consolidation                                          -       3,802             -            -            -       3,802
     Balance as at December 31, 2021                             779,671    693,631         86,282       92,634     693,389     600,997

                                                                    225
                                                                                                             ADAMA Ltd.
                                                                                                  (Expressed in RMB '000)
Notes to the Financial Statements


V.    Notes to the consolidated financial statements - (cont'd)

34. Long-Term Employee Benefits Payable - (cont'd)

     Post-employment benefit plans – defined benefit plan and early retirement - (cont'd)

     (2)    Actuarial assumptions and sensitivity analysis

            The principal actuarial assumptions at the reporting date for defined benefit plan


                                                                              December 31         December 31
                                                                                    2021                2020

     Discount rate (%)*                                                           (0.8%)-3%           0.6%-3.3%



     *     According to the demographic and the benefit components.

           The assumptions regarding the future mortality rate are based on published statistical data and acceptable
           mortality rates.

           Possible reasonable changes as of the date of the report in the discount rate, assuming the other assumptions
           remain unchanged, would have affected the defined benefit obligation as follows:



                                                                                As of December 31, 2021
                                                                            Increase of 1% Decrease of 1%

     Change in defined benefit obligation                                          (60,732)              74,560


35. Provisions

                                                                              December 31         December 31
                                                                                    2021                2020

     Liabilities in respect of contingencies*                                       104,220              77,138
     Provision in respect of site restoration                                        62,370              79,706
     Long-term liability in respect of business combinations                         17,411               3,954
     Other                                                                            2,429               2,453
                                                                                    186,430             163,251


      *    Liabilities in respect of contingencies includes obligations of pending litigations, where an outflow of re-
           sources had been reliably estimated.




                                                          226
                                                                                                                ADAMA Ltd.
                                                                                                     (Expressed in RMB '000)
Notes to the Financial Statements


V.    Notes to the consolidated financial statements - (cont'd)

36. Other Non-Current Liabilities
                                                                                       December 31         December 31
                                                                                             2021                2020

     Put options to holders of non- controlling interests *                                1,341,362             290,260
     Long term loans – others                                                               318,786             171,770
                                                                                           1,660,148             462,030

     Current maturities                                                                            -             (28,000)
                                                                                           1,660,148             434,030



          *      For further information see note VI.1 – Change in consolidation Scope.



37. Share Capital
                                                                                                            Balance at
                                      Balance at Janu-      Issuance of new                               December 31,
                                           ary 1, 2021               shares      Buyback of shares               2021

     Share capital                           2,344,121                       -              (14,309)           2,329,812




           *     Following the approval and execution of the repurchase plan for part of the Company’s domestically listed
                 foreign shares (B share) on 2020 and the repurchase of 14,309,536 B-Shares, the Company cancelled said
                 amount of B-Shares at the Shenzhen Branch of China Securities Depository and Clearing Co., Ltd. on
                 June 17, 2021.




38. Capital Reserve
                                                                                                            Balance at
                                      Balance at Janu-     Additions during Reductions during             December 31,
                                          ary 1, 2021            the period        the period                    2021

     Share premiums                         12,652,610                       -              (46,048)          12,606,562
     Other capital reserve                     370,609                       -                     -             370,609
                                            13,023,219                       -              (46,048)          12,977,171

          *      See note 37 above.




                                                            227
                                                                                                                         ADAMA Ltd.
                                                                                                              (Expressed in RMB '000)
Notes to the Financial Statements


V.   Notes to the consolidated financial statements - (cont'd)

39. Other Comprehensive Income, net of tax



                                                              Attributable to shareholders of the company
                                                                     Less:
                                      Balance at                   transfer      Less: In-
                                      January 1,    Before tax    to profit    come tax ex-      Net-of-tax       Balance at Decem-
                                        2021         amount         or loss       penses           amount            ber 31, 2021

     Items that will not be re-
     classified to profit or loss         49,933       (34,220)            -        (2,958)          (31,262)                18,671
     Re-measurement of changes
     in liabilities under defined
     benefit plans                        (5,258)      (33,561)            -        (2,958)          (30,603)               (35,861)
     Changes in fair value of
     other equity investment              55,191          (659)            -              -             (659)                54,532
     Items that may be reclassi-
     fied to profit or loss             (121,988)    (486,819)     (192,468)        34,716          (329,067)              (451,055)
     Effective portion of gain or
     loss of cash flow hedge            (220,719)       94,922     (192,468)        34,716            252,674                31,955
     Translation difference of for-
     eign financial statements             98,731    (581,741)             -             -          (581,741)              (483,010)
                                         (72,055)    (521,039)     (192,468)        31,758          (360,329)              (432,384)




40. Surplus reserve

                                                                                Additions       Reductions            Balance at
                                                        Balance at             during the       during the          December 31,
                                                    January 1, 2021                period           period                 2021

      Statutory surplus reserve                               236,348                    -                    -            236,348
      Discretional surplus reserve                              3,814                    -                    -              3,814
                                                              240,162                    -                    -            240,162




                                                                  228
                                                                                                          ADAMA Ltd.
                                                                                               (Expressed in RMB '000)
Notes to the Financial Statements


V.   Notes to the consolidated financial statements - (cont'd)

41. Retained Earnings
                                                                                           2021                2020

      Retained earnings as at January 1                                              5,862,702           5,574,173
      Net profits for the period attributable to shareholders of the Company           157,397             352,753
      Dividends to non-controlling Interest                                           (42,357)            (34,865)
      Dividend to the shareholders of the company (Note 1 & 2)                        (37,277)            (29,359)
      Retained earnings as at December 31                                            5,940,465           5,862,702


     Note 1:

     On April 27, 2020, following approval of the 25th meeting of the Company's 8th session of the Board of Directors,
     the Company declared RMB 0.12 (before tax) per 10 shares as cash dividend to all shareholders, resulting in a
     total cash dividend of 29,359 thousands RMB (before tax). No shares were distributed as share dividend and no
     reserve was transferred to equity capital. The proposal was approved by the 2019 Annual General Meeting of the
     Company held on May 20, 2020 and was fully paid during the third quarter of 2020.

     Note 2:

     On March 29, 2021, after obtaining the approval of the 31st meeting of the Company's 8th Board of Directors,
     the Company declared RMB 0.16 (before tax) per 10 shares as cash dividend to all shareholders, resulting in a
     total cash dividend of 37,277 thousands RMB (before tax). No shares were distributed as share dividend and no
     reserve was transferred to equity capital. The proposal was approved by the 2020 Annual General Meeting of the
     Company held on May 21, 2021 and was fully paid during the third quarter of 2021.

     Note 3:
     On March 29, 2022, after obtaining the approval of the 9th meeting of the Company's 9th Board of Directors,
     the Company declared RMB 0.08 (before tax) per 10 shares as cash dividend to all shareholders, resulting in a
     total cash dividend of 18,638 thousand RMB (before tax). No shares were distributed as share dividend and no
     reserve was transferred to equity capital.




                                                         229
                                                                                                                ADAMA Ltd.
                                                                                                     (Expressed in RMB '000)
Notes to the Financial Statements


V.   Notes to the consolidated financial statements - (cont'd)

42. Operating Income and Cost of Sales

                                                  Year ended December 31                 Year ended December 31
                                                            2021                                   2020
                                                       Income    Cost of sales *              Income         Cost of sales

      Principal activities                         30,971,009         23,375,892         28,385,744           20,033,482
      Other businesses                                 67,596             36,627             59,089               37,553
                                                   31,038,605         23,412,519         28,444,833           20,071,035


     *      According to the Q&A issued by the Ministry of Finance during the year, the transportation expenses in-
            curred before the transfer of control over goods to customers in order to fulfil the contract does not consti-
            tute a separate performance obligation and shall be regarded as the cost to fulfil the contract. Therefore,
            starting from 2021, the transportation expenses are recorded as cost of sales.

43. Taxes and Surcharges

                                                                                          Year ended December 31
                                                                                             2021                2020

         Tax on turnover                                                                    26,123                 24,690
         Others                                                                             80,159                 63,901
                                                                                           106,282                 88,591

44. Selling and Distribution Expenses

                                                                                          Year ended December 31
                                                                                             2021                2020

         Salaries and related expense                                                   1,772,447              1,638,087
         Depreciation and amortization                                                  1,012,691              1,404,220
         Transportation and Commissions *                                                  33,148                771,765
         Advertising and sales promotion                                                  306,292                302,921
         Travel expenses                                                                   87,212                 70,999
         Warehouse expenses                                                               155,557                154,425
         Registration                                                                     123,587                150,921
         Professional services                                                            101,275                 88,307
         Insurance                                                                        100,689                 83,293
         Others                                                                           326,359                280,407
                                                                                        4,019,257              4,945,345

     *      See note 42 above.




                                                            230
                                                                                                          ADAMA Ltd.
                                                                                               (Expressed in RMB '000)
Notes to the Financial Statements


V.   Notes to the consolidated financial statements - (cont'd)

45. General and Administrative Expenses

                                                                                    Year ended December 31
                                                                                       2021                2020

       Salaries and related expenses                                                 657,074               518,889
       Idleness expenses *                                                                 -               134,164
       Professional services                                                         111,610               105,270
       Depreciation and amortization                                                  89,949                86,730
       IT systems                                                                    107,641                95,734
       Office rent, maintenance and expenses                                          43,525                37,522
       Other                                                                          79,800                65,399
                                                                                   1,089,599             1,043,708



46. Research and development expenses
                                                                                    Year ended December 31
                                                                                       2021              2020

       Salaries and related expenses                                                227,261                218,596
       Field trial                                                                   45,303                 45,828
       Professional services                                                         43,894                 61,927
       Depreciation and amortization                                                 55,086                 44,112
       Materials                                                                     65,950                 53,596
       Office rent, maintenance and expenses                                         10,739                  7,833
       Other                                                                         53,144                 46,886
                                                                                    501,377                478,778


47. Financial expenses, net
                                                                                    Year ended December 31
                                                                                       2021              2020

       Interest expenses on debentures and loans                                     682,919               700,658
       CPI expense (income) in respect of debentures                                 212,883               (57,101)
       Loss in respect of sale of trade receivables                                   93,307                 73,673
       Interest expense in respect of post-employment benefits and early retire-
       ment, net                                                                      18,833                19,473
       Revaluation of put option, net                                                141,676                10,525
       Interest income from customers, banks and others                             (65,059)              (64,022)
       Exchange rate differences, net                                                813,567             1,111,631
       Interest expense on lease liabilities                                          25,500                24,251
       Others                                                                         15,796                28,101
                                                                                   1,939,422             1,847,189




                                                         231
                                                                                                       ADAMA Ltd.
                                                                                            (Expressed in RMB '000)
Notes to the Financial Statements


V.   Notes to the consolidated financial statements - (cont'd)

48. Investment income, net
                                                                                 Year ended December 31
                                                                                     2021             2020

       Investment income (expenses) from disposal of derivatives                  918,779               125,300
       Income from long-term equity investments accounted for using
         the equity method                                                          5,923                15,584
       Gain from change in consolidation scope                                          -                58,995
       Other                                                                        4,245                 6,623
                                                                                  928,947               206,502


49. Gain (loss) from Changes in Fair Value
                                                                                 Year ended December 31
                                                                                    2021              2020

       Gain (loss) from changes in fair value of derivative financial instru-
       ments                                                                    (313,141)               555,223
       Others                                                                     (7,953)               (14,525)
                                                                                (321,094)               540,698


50. Credit impairment reversal (losses)
                                                                                 Year ended December 31
                                                                                    2021               2020

       Bills receivable and accounts receivable                                    5,613                (24,435)
       Other receivables                                                           5,271                 (1,514)
                                                                                  10,884                (25,949)

51. Asset impairment reversal (losses)
                                                                                 Year ended December 31
                                                                                    2021              2020

      Inventories                                                                (66,838)              (66,351)
      Fixed assets                                                                  (932)              (39,594)
      Construction in progress                                                          -              (17,265)
      Intangible asset                                                            (2,497)                 (173)
      Long-term equity investment                                                       -              (40,077)
      Other                                                                             -                 (694)
                                                                                 (70,267)             (164,154)




                                                          232
                                                                                                         ADAMA Ltd.
                                                                                              (Expressed in RMB '000)
Notes to the Financial Statements


V.   Notes to the consolidated financial statements - (cont'd)

52. Gain from Disposal of Assets
                                                                 Year ended December 31             Included in
                                                                                                   non-recurring
                                                                      2021                 2020        items

      Gain from disposal of fixed assets                             5,698                 4,134             5,698
      Gain (loss) from disposal of intangible assets               (8,302)                 6,616           (8,302)
                                                                   (2,604)                10,750           (2,604)

53. Income Tax Expenses
                                                                                 Year ended December 31
                                                                                     2021               2020

      Current year                                                                380,504                 327,341
      Deferred tax expenses (income)                                                 (66)                 (39,919)
      Adjustments for previous years, net                                              51                 (64,963)
                                                                                  380,489                 222,459

     (1)    Reconciliation between income tax expense and accounting profit is as follows:

                                                                                 Year ended December 31
                                                                                    2021                2020

      Profit before taxes                                                        543,802                  575,212
      Statutory tax in china                                                         25%                      25%
      Tax calculated according to statutory tax in china                         135,951                  143,803
      Tax benefits from Approved Enterprises                                     (32,837)                 (26,140)
      Difference between measurement basis of income for financial
      statement and for tax purposes                                               34,715                 104,890
      Taxable income and temporary differences at other tax rate                   91,431                 (20,873)
      Taxes in respect of prior years                                                  51                 (64,963)
      Utilization of tax losses prior years for which deferred taxes were
      not created                                                                    (52)                  (2,968)
      Temporary differences and losses in the report year for which de-
      ferred taxes were not created                                                38,527                  23,293
      Non-deductible expenses and other differences                                48,139                  34,704
      Neutralization of tax calculated in respect of the Company’s share
      in results of equity accounted investees                                    (1,913)                  (5,246)
      Effect of change in tax rate in respect of deferred taxes                   71,033                   38,775
      Creation and reversal of deferred taxes for tax losses and temporary
      differences from previous years                                              (4,556)                 (2,816)
      Income tax expenses                                                         380,489                 222,459


54. Other comprehensive income
     Details of the Other comprehensive income are set out in Note V.39




                                                        233
                                                                                                         ADAMA Ltd.
                                                                                              (Expressed in RMB '000)
Notes to the Financial Statements


V.   Notes to the consolidated financial statements - (cont'd)

55. Government grants
                                                                                  Amount recognized in the profit
                                                                                   and loss statements during the
                                                                                     year ended December 31

         Category                                   Presentation accounts             2021                2020
         Government grants related to income    Non-Operating income                 19,377              17,272
         Government grants related to assets    Fixed assets, Intangible assets      19,166              21,452


56. Notes to items in the cash flow statements

     (1)    Cash received relating to other operating activities
                                                                                  Year ended December 31
                                                                                      2021               2020

      Derivatives transactions                                                     191,485                404,824
      Financial institutions                                                       441,306                126,770
      Interest income                                                               39,316                 53,895
      Government subsidies                                                          19,856                 12,759
      Others                                                                       172,885                 94,964
                                                                                   864,848                693,212

     (2)    Cash paid relating to other operating activities
                                                                                  Year ended December 31
                                                                                      2021               2020

      Transportation, Commissions and Warehouse                                     189,988               847,272
      Advertising and sales promotion                                               286,520               297,623
      Professional services                                                         242,003               246,200
      Financial institutions                                                        211,211               369,655
      IT and Communication                                                          186,169               184,149
      Registration and Field trials                                                 162,585               166,551
      Derivatives transactions                                                      347,874               183,065
      Travel                                                                         91,581                93,357
      Insurance                                                                     120,444               103,038
      Others                                                                        693,006               554,319
                                                                                  2,531,381             3,045,229


     (3)    Cash received relating to other investing activities
                                                                                  Year ended December 31
                                                                                      2021               2020

      Dividend received from other equity investment                                  1,808                 2,583
      Investment grant                                                                6,754                   640
                                                                                      8,562                 3,223




                                                        234
                                                                                                             ADAMA Ltd.
                                                                                                  (Expressed in RMB '000)
Notes to the Financial Statements


V.   Notes to the consolidated financial statements - (cont'd)

56. Notes to items in the cash flow statements - (cont'd)


     (4)    Cash paid relating to other investing activities
                                                                                     Year ended December 31
                                                                                         2021               2020

      Increase in securitization facility                                               51,121                 31,483
      Increase in short and long term investments                                      126,355                 16,865
                                                                                       177,476                 48,348
     (5)    Cash received from other financing activities

                                                                                     Year ended December 31
                                                                                         2021               2020

      Cash received in respect of hedging transactions on debentures                  777,968                 186,727
      Deposit for issuing bills payables                                               27,234                  34,011
      Borrowing from related party *                                                  319,742                       -
                                                                                    1,124,944                 220,738

     *     For more detailes regarding the borrowing from related party – see note X. related parties and related par-
           ties transactions.

     (6)    Cash paid relating to other financing activities

                                                                                      Year ended December 31
                                                                                          2021               2020

       Repayment of lease liability                                                   161,400                 160,522
       Payment in respect of hedging transactions on debentures                             -                 154,335
       Repurchase of treasury shares                                                        -                  60,357
       Repayment of loan from others                                                  171,770                       -
       Deposit for issuing bills payable                                               57,774                  34,144
                                                                                      390,944                 409,358




                                                          235
                                                                                                                ADAMA Ltd.
                                                                                                     (Expressed in RMB '000)
Notes to the Financial Statements


V.   Notes to the consolidated financial statements - (cont'd)

57. Supplementary Information on Cash Flow Statement

     (1)    Supplementary information on Cash Flow Statement

            a. Reconciliation of net profit to cash flows from operating activities:

                                                                                         Year ended December 31
                                                                                              2021              2020

      Net profit                                                                          163,313                352,753
      Add: Impairment provisions for assets                                                 70,267               164,154
      Credit impairment losses (gain)                                                     (10,884)                25,949
      Depreciation of fixed assets and investment property                                828,561                768,076
      Depreciation of right-of-use asset                                                  163,373                163,787
      Amortization of intangible asset                                                    950,576              1,325,395
      Gains on disposal of fixed assets, intangible assets, and other long-
      term assets, net                                                                    2,604                 (10,750)
      Losses (gains) from changes in fair value                                         321,094                (540,698)
      Financial expenses                                                              1,193,967                1,398,807
      Investment income, net                                                           (43,939)                (286,930)
      Increase in deferred tax assets, net                                               37,957                 (38,515)
      Increase in deferred tax liabilities, net                                        (38,023)                   (1,404)
      Increase in inventories, net                                                  (1,456,207)                (939,779)
      Increase in operating receivables, net                                          (142,169)              (1,173,437)
      Increase in operating payables, net                                             2,507,502                  796,618
      Others                                                                             13,883                   18,989
      Net cash flow from operating activities                                         4,561,875                2,023,015

            b. Net increase (decrease) in cash and cash equivalents

                                                                                          Year ended December 31
                                                                                              2021               2020

           Closing balance of cash                                                        5,759,480             3,835,071
           Less: Opening balance of cash                                                  3,835,071             4,319,907
           Increase in cash and cash equivalents                                          1,924,409             (484,836)



     (2)    Information on acquisition or disposal of subsidiaries and other business units
                                                                                                          Year ended De-
                                                                                                            cember 31
                                                                                                                     2021

           Cash paid for business combination not under common control                                             697,909
           Less: cash and cash equivalents of the acquirees at the date of acquisition                              42,870
           Net cash paid to acquire subsidiaries                                                                   655,039




                                                          236
                                                                                               ADAMA Ltd.
                                                                                    (Expressed in RMB '000)
Notes to the Financial Statements


V.    Notes to the consolidated financial statements - (cont'd)

57.    Supplementary Information on Cash Flow Statement - (cont'd)
      (3)   Details of cash and cash equivalents
                                                                         Year ended December 31
                                                                              2021             2020

             Cash on hand                                                    1,196                4,590
             Bank deposits available on demand without restrictions      5,758,284            3,830,481
                                                                         5,759,480            3,835,071


58. Assets with Restricted Ownership or Right of Use
                                                                      December 31
                                                                            2021          Reason

             Cash                                                         59,355           Pledged
             Other non-current assets                                    123,658          Guarantees
                                                                         183,013




                                                         237
                                                                                                          ADAMA Ltd.
                                                                                               (Expressed in RMB '000)
Notes to the Financial Statements


V.   Notes to the consolidated financial statements - (cont'd)

59. Foreign currencies denominated items

     (1)    Foreign currencies denominated items

                                                                        As at December 31, 2021
                                                       Foreign currency at
                                                        the end of the pe-                        RMB at the end of
                                                              riod           Exchange rate          the period
             Cash and bank balances
             EUR                                                   64,679              7.216                 466,727
             BRL                                                  416,235              1.142                 475,340
             ILS                                                   90,942              2.050                 186,432
             USD                                                   17,671              6.376                 112,669
             PLN                                                   53,345              1.570                  83,751
             ZAR                                                  119,624              0.400                  47,850
             ARS                                                  699,065              0.062                  43,342
             RON                                                   24,288              1.459                  35,436
             RUB                                                  406,933              0.086                  34,996
             GBP                                                    3,136              8.617                  27,020
             CAD                                                    3,674              5.007                  18,394
             HUF                                                  737,668              0.020                  14,753
             Other                                                                                           187,567
             Total                                                                                         1,734,277


             Bills and Accounts receivable
             BRL                                                 1,564,573             1.142               1,786,742
             EUR                                                    91,418             7.216                 659,670
             ZAR                                                   493,304             0.400                 197,322
             RON                                                   104,922             1.459                 153,081
             TRY                                                   294,165             0.491                 144,435
             RUB                                                 1,657,756             0.086                 142,567
             USD                                                    46,361             6.376                 295,600
             PLN                                                    35,289             1.570                  55,403
             ILS                                                    22,426             2.050                  45,973
             CAD                                                     7,419             5.007                  37,145
             HUF                                                 1,505,940             0.020                  30,119
             GBP                                                     3,238             8.617                  27,901
             Other                                                                                           280,541
             Total                                                                                         3,856,499


             Other receivables
             EUR                                                    36,813             7.216                 265,642
             ILS                                                    65,111             2.050                 133,477
             GBP                                                    15,020             8.617                 129,429
             BRL                                                    26,849             1.142                  30,661
             Other                                                                                            30,248
             Total                                                                                           589,457


             Other current assets
             ILS                                                    95,147             2.050                 195,052
             BRL                                                   135,861             1.142                 155,153
             EUR                                                     6,735             7.216                  48,602
             CLP                                                 1,654,950             0.007                  11,585
             ARS                                                   157,644             0.062                   9,774
             Other                                                                                            73,205
             Total                                                                                           493,371




                                                      238
                                                                                                             ADAMA Ltd.
                                                                                                  (Expressed in RMB '000)
Notes to the Financial Statements


V.    Notes to the consolidated financial statements - (cont'd)

59.    Foreign currencies denominated items - (cont'd)

      (1)   Foreign currencies denominated items - (cont'd)

                                                                         As at December 31, 2021
                                                         Foreign currency at                         RMB at the end of
                                                        the end of the period   Exchange rate          the period

             Long-term receivables
             BRL                                                       49,242            1.142                   56,234
             Total                                                                                               56,234

             Other non-current assets
             BRL                                                      128,787            1.142                  147,075
             Other                                                                                                3,902
             Total                                                                                              150,977

             Short-term loans
             TRY                                                      127,618             0.491                  62,660
             ARS                                                      678,806             0.062                  42,086
             UAH                                                       84,900             0.234                  19,867
             EUR                                                        1,352             7.216                   9,755
             Other                                                                                                  325
             Total                                                                                              134,693

             Bills and Accounts payable
             ILS                                                      707,525             2.050               1,450,427
             EUR                                                       59,020             7.216                 425,890
             BRL                                                      179,335             1.142                 204,800
             USD                                                       10,557             6.376                  67,310
             VND                                                   97,168,500             0.000                  27,352
             UAH                                                      109,858             0.234                  25,707
             Other                                                                                              188,007
             Total                                                                                            2,389,493

             Other payables
             ILS                                                      101,557             2.050                 208,191
             BRL                                                       74,242             1.142                  84,784
             EUR                                                        7,159             7.216                  51,660
             ILS CPI                                                   17,760             2.050                  36,407
             PLN                                                       19,981             1.570                  31,370
             UAH                                                       89,832             0.234                  21,021
             ZAR                                                       43,052             0.400                  17,221
             GBP                                                        1,370             8.617                  11,805
             OTHER                                                                                               58,877
             TOTAL                                                                                              521,336


             Contract liabilities
             EUR                                                       34,766             7.216                 250,871
             BRL                                                       65,102             1.142                  74,347
             CAD                                                       13,245             5.007                  66,320
             TRY                                                       43,942             0.491                  21,575
             USD                                                        2,346             6.376                  14,957
             Other                                                                                               49,979
             Total                                                                                              478,049




                                                       239
                                                                                                                ADAMA Ltd.
                                                                                                     (Expressed in RMB '000)
Notes to the Financial Statements


V.    Notes to the consolidated financial statements - (cont'd)

59.    Foreign currencies denominated items - (cont'd)

      (1)   Foreign currencies denominated items - (cont'd)

                                                                             As at December 31, 2021
                                                           Foreign currency at                          RMB at the end of
                                                           the end of the period   Exchange rate          the period


             Non-current liabilities due within one year
             ILS CPI                                                    294,253              2.050                 603,218
             EUR                                                         24,534              7.216                 177,034
             Other                                                                                                  35,073
             Total                                                                                                 815,325

             Other current liabilities
             EUR                                                          4,494              7.216                  32,427
             ILS                                                          2,376              2.050                   4,871
             Other                                                                                                   6,172
             Total                                                                                                  43,470

             Long-term loan
             EUR                                                         22,842              7.216                 164,825
             Total                                                                                                 164,825

             Debentures payable
             ILS CPI                                                  3,803,478              2.050               7,797,130
             Total                                                                                               7,797,130

             Provision and Long-term payables
             BRL                                                         73,504              1.142                  83,942
             EUR                                                            372              7.216                   2,684
             Total                                                                                                  86,626

             Other non-current liabilities
             USD                                                          8,998              6.376                  57,369
             EUR                                                          6,412              7.216                  46,269
             ILS CPI                                                     17,118              2.050                  35,092
             ILS                                                          6,142              2.050                  12,592
             GBP                                                          1,002              8.617                   8,633
             Other                                                                                                  40,485
             Total                                                                                                 200,440




                                                           240
                                                                                                              ADAMA Ltd.
                                                                                                   (Expressed in RMB '000)
Notes to the Financial Statements


V.    Notes to the consolidated financial statements - (cont'd)

59.    Foreign currencies denominated items - (cont'd)

      (2)     Major foreign operations

                                                Registration &
                                               Principal place of                                            Functional
         Name of the Subsidiary                    business                    Business nature                currency

         ADAMA France S.A.S                          France                     Distribution                    USD
         ADAMA Brasil S/A                            Brazil          Manufacturing; Distribution; Regis-        USD
                                                                                   tration
         ADAMA Deutschland GmbH                     Germany              Distribution; Registration             USD
         ADAMA India Private Ltd.                    India                     Manufacturing                    INR
                                                                         Distribution; Registration
         Makhteshim Agan of North                 United States      Manufacturing; Distribution; Regis-        USD
         America Inc.                                                              tration
         Control Solutions Inc.                   United States      Manufacturing; Distribution; Regis-        USD
                                                                                   tration
         ADAMA Agan Ltd.                              Israel         Manufacturing; Distribution; Regis-        USD
                                                                                   tration
         ADAMA Makhteshim Ltd.                        Israel         Manufacturing; Distribution; Regis-        USD
                                                                                   tration
          ADAMA Australia Pty                       Australia                   Distribution                    AUD
         Limited
         ADAMA Italia SRL                             Italy                      Distribution                   USD
         ADAMA Northern                            Netherlands                   Distribution                   USD
         Europe B.V.
         Alligare LLC                             United States          Manufacturing; Distribution;           USD
                                                                                Registration


            The functional currency of the subsidiaries above is the main currency that represent the principal economic
            environment.




                                                               241
                                                                                                                          ADAMA Ltd.
                                                                                                               (Expressed in RMB '000)
Notes to the Financial Statements


VI. Change in consolidation Scope

1.   Business combinations involving enterprises not under common control

     (1) Business combinations involving enterprises not under common control during current period

                                                  Total consid-                                                   From acquisition
                                                  eration of eq-   Proportion                 Basis of ac-       date till period end
             Name of the Com-       Acquisition   uity invest-     of equity    Acquisition   quisition date                     Net
                                                                                                                 Revenue
             pany                   date          ment             investment   method        determination                     profit
             Adama Huifeng          28.5.2021     931,140          51%          Stock pur-    Obtained con-      704,445      (75,250)
             (Jiangsu) Co. Ltd.                                                 chase         trol


     (2) Acquisition cost and goodwill
           In May 28th 2021, the Company acquired 51% stake in ADAMA Huifeng (Jiangsu) Co., Ltd (hereinafter
           – "ADAMA Huifeng"), a wholly owned subsidiary of Jiangsu Huifeng Bio Agriculture Co., Ltd (hereinaf-
           ter – "Jiangsu Huifeng"). ADAMA Huifeng was established to incorporate Jiangsu Huifeng's key crop
           protection synthesis and formulation facilities. This acquisition follows the acquisition of 51% stake in
           Adama Huifeng (Shanghai) Agricultural Technology Co. Ltd, a wholly owned subsidiary of Jiangsu
           Huifeng focused on the sale and distribution of key formulated crop protection products in China, which
           took place on December 31st, 2020.

           The total cash consideration for both acquisition amounted to approximately RMB 1,229 million (including
           RMB 254 million held back to secure the post-acquisition closing obligations of Jiangsu Huifeng). The
           acquisition agreement also include potential earn-out payment to Jiangsu Huifeng depending on the per-
           formance of the acquired companies for the 5-year period starting from January 1st 2021 and an option was
           granted to the Company and Jiangsu Huifeng to buy (sell) the remaining 49% equity interests of the ac-
           quired companies within a certain period of time.

           In previous periods, the accounting treatment of the acquisitions was based on "provisional amounts" (as
           this term is defined in ASBE 20 Business combination). The financial reports of 2021 reflect the final
           results of the purchase price allocation.

           The Group consolidated ADAMA Shanghai and ADAMA Huifeng starting from the respective acquisition
           dates on which dates the Group obtained control over the companies. The contingent consideration which
           is linked to the performance of the acquired companies was measured at fair value on the date of acquisition.
           The put option issued to Jiangsu Huifeng, as the holder of non-controlling interests, was recognized as a
           liability at present value of the exercise price (according to the "anticipated acquisition method").


                                                                                                    Total of ADAMA Shanghai
             Acquisition costs                                                                           and ADAMA Huifeng
             Total acquisition cost in cash                                                                                 974,557
             Contingent consideration                                                                                        13,140
             Put option                                                                                                     998,022
             Other                                                                                                          254,000
             Less: share of the fair value of the identifiable net assets acquired                                        2,112,556
             Goodwill                                                                                                       127,163




                                                                   242
                                                                                                              ADAMA Ltd.
                                                                                                   (Expressed in RMB '000)
Notes to the Financial Statements


VI.    Change in consolidation Scope - (cont'd)

1.    Business combinations involving enterprises not under common control - (cont'd)

      (2) Identifiable assets and liabilities of the acquiree, at acquisition date
                                                                                      Adama Huifeng (Jiangsu) Co. Ltd.
                                                                                      Fair value at     Book value at ac-
                                                                                     acquisition date    quisition date
                                                                                        1.6.2021           1.6.2021
           Assets:
           Cash and bank balances                                                            42,870               42,870
           Bills and Accounts receivable                                                    106,454              106,454
           Prepayments                                                                       10,222               10,222
           Other receivables                                                                  1,223                1,223
           Inventories                                                                      387,255              333,122
           Other current assets                                                              20,396               20,396
           Fixed assets                                                                   1,176,943            1,176,943
           Construction in progress                                                          64,944               64,944
           Intangible assets                                                                400,701              151,019
           Deferred tax assets                                                               15,709               15,709
           Other non-current assets                                                           9,512                9,512
           Liabilities:
           Bills and Accounts payable                                                       187,825              187,825
           Employee benefits payable                                                         11,198               11,198
           Taxes payable                                                                        602                  602
           Deferred tax liabilities                                                          75,954                    -
           Other payables                                                                     1,446                1,446
           Contract liabilities                                                                 913                  913
           Net assets                                                                     1,958,291            1,730,430
           Less: Non-controlling interests                                                        -                    -
           Net assets acquired                                                            1,958,291            1,730,430


                                                                                      Adama Huifeng (Shanghai) Agricul-
                                                                                           tural Technology Co. Ltd.
                                                                                      Fair value at       Book value at ac-
                                                                                     acquisition date      quisition date
                                                                                       31.12.2020            31.12.2020
           Assets:
           Cash and bank balances                                                            11,965                11,965
           Bills and Accounts receivable                                                      6,256                 6,256
           Prepayments                                                                       78,857                78,857
           Inventories                                                                          263                   235
           Fixed assets                                                                         805                   805
           Intangible assets                                                                187,529                     -
           Other assets                                                                         191                   191
           Liabilities:
           Bills and Accounts payable                                                             -                     -
           Other payables                                                                    17,953                17,953
           Deferred tax liabilities                                                          47,447                   557
           Contract liabilities                                                              66,201                66,201
           Net assets acquired                                                              154,265                13,598
           Less: Non-controlling interests                                                        -                     -
           Net assets acquired                                                              154,265                13,598


                                                         243
                                                                                                                          ADAMA Ltd.
                                                                                                               (Expressed in RMB '000)
Notes to the Financial Statements


VII. Interest in Other Entities

1.   Interests in subsidiaries

     Composition of the largest subsidiaries of the Group in respect of assets and operating income

                                          Registration &                                                                Method of ob-
                                          Principal place of                                                          taining the sub-
       Name of the Subsidiary             business             Business nature                Direct       Indirect            sidiary

       ADAMA France S.A.S                 France               Distribution                                 100%            Established
       ADAMA Brasil S/A                   Brazil               Manufacturing; Distribution;                 100%             Purchased
                                                               Registration
       ADAMA Deutschland GmbH             Germany              Distribution; Registration;                  100%            Established
       ADAMA India Private Ltd.           India                Manufacturing;                               100%            Established
                                                               Distribution; Registration
       Makhteshim Agan of North America   United States        Manufacturing; Distribution;                 100%            Established
       Inc.                                                    Registration
       Control Solutions Inc.             United States        Manufacturing; Distribution;                  67%             Purchased
                                                               Registration
       ADAMA Agan Ltd.                    Israel               Manufacturing; Distribution;                 100%            Restructure
                                                               Registration
       ADAMA Makhteshim Ltd.              Israel               Manufacturing; Distribution;                 100%            Restructure
                                                               Registration
       ADAMA Australia Pty Limited        Australis            Distribution                                 100%             Purchased
       ADAM Italia SRL                    Italy                Distribution                                 100%            Established
       ADAMA Northern Europe B.V.         Netherlands          Distribution                                  55%             Purchased
                                                               Manufacturing; Distribution;                                  Purchased
       Alligare LLC                       United States                                                     100%
                                                               Registration
       Adama Anpon (Jiangsu) Ltd.         China                Manufacturing; Distribution      100%                         Purchased
       Adama Huifeng (Jiangsu) Co. Ltd.   China                Manufacturing; Distribution       51%                         Purchased


2.   Interests in joint ventures or associates

                                                                                              December 31             December 31
                                                                                                     2021                   2020

       Joint ventures                                                                                  15,335                 14,081
       Associates                                                                                           -                      -
                                                                                                       15,335                 14,081

3.   Summarized financial information of joint ventures and associates

                                                                         December 31, 2021 and December 31, 2020 and
                                                                            twelve months then    twelve months then
                                                                                         ended                 ended

       Joint ventures:
       Total carrying amount                                                                   15,335                         14,081
       The Group's share of the following items:
            Net profit                                                                          5,923                         15,584
            Other comprehensive income                                                        (1,353)                          1,658
            Total comprehensive income                                                          4,570                         17,242

       Associates:
       Total carrying amount                                                                           -                             -
       The Group's share of the following items:
             Net profit                                                                                -                           -
             Other comprehensive income                                                                -                       (326)
             Total comprehensive income
                                                                                                       -                       (326)
                                                               244
                                                                                                                ADAMA Ltd.
                                                                                                     (Expressed in RMB '000)
Notes to the Financial Statements


VIII.      Risk Related to Financial Instruments

A.      General

        The Group has extensive international operations, and, therefore, it is exposed to credit risks, liquidity risks
        and market risks (including currency risk, interest risk and other price risk). In order to reduce the exposure to
        these risks, the Group uses financial derivatives instruments, including forward transactions and options (here-
        inafter - “derivatives”).

        Transactions in derivatives are undertaken with major financial institutions, and therefore, in the opinion of
        Group Management the credit risk in respect thereof is low.

        This note provides information on the Group’s exposure to each of the above risks, the Group’s objectives,
        policies and processes regarding the measurement and management of the risk. Additional quantitative dis-
        closure is included throughout the consolidated financial statements.

        The Board of Directors has overall responsibility for establishing and monitoring the framework of the Group's
        risk management policy. The Finance Committee is responsible for establishing and monitoring the Group's
        actual risk management policy. The Chief Financial Officer reports to the Finance Committee on a regular
        basis regarding these risks.

        The Group’s risk management policy, established to identify and analyze the risks facing the Group, to set
        appropriate risk limits and controls, and to monitor risks and adherence to limits. The policy and methods for
        managing the risks are reviewed regularly, in order to reflect changes in market conditions and the Group's
        activities. The Group, through training, and management standards and procedures, aims to develop a disci-
        plined and constructive control environment in which all the employees understand their roles and obligations.

B.      Credit risk

        Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails
        to meet its contractual obligations, and derives mainly from trade receivables and other receivables as well as
        from cash and deposits in financial institutions.

        Accounts and other receivables

        The Group’s revenues are derived from a large number of widely dispersed customers in many countries.
        Customers include multi-national companies and manufacturing companies, as well as distributors, agricul-
        turists, agents and agrochemical manufacturers who purchase the products either as finished goods or as in-
        termediate products for their own requirements.

        The Company entered into an agreement for the sale of trade receivables in a securitization transaction, for
        details see note V.5.e.

        In April 2021, a two-years agreement with an international insurance company was renewed. The amount of
        the insurance coverage was fixed at $150 million cumulative per year. The indemnification is limited to about
        90% of the debt.

        The Group’s exposure to credit risk is influenced mainly by the personal characterization of each customer,
        and by the demographic characterization of the customer’s base, including the risk of insolvency of the indus-
        try and geographic region in which the customer operates. No single customer accounted for greater than 5%
        of total accounts receivable.




                                                            245
                                                                                                              ADAMA Ltd.
                                                                                                   (Expressed in RMB '000)
Notes to the Financial Statements


VIII. Risk Related to Financial Instruments - (cont’d)

B.     Credit risk - (cont’d)

       The Company management has prescribed a credit policy, whereby the Company performs current ongoing
       credit evaluations of existing and new customers, and every new customer is examined thoroughly regarding
       the quality of his credit, before offering him the Group’s customary shipping and payment terms. The exami-
       nation made by the Group includes an outside credit rating, if any, and in many cases, receipt of documents
       from an insurance company. A credit limit is prescribed for each customer, outstanding amount of the accounts
       receivable balance. These limits are examined annually. Customers that do not meet the Group’s criteria for
       credit quality may do business with the Group on the basis of a prepayment or against furnishing of appropriate
       collateral.

       Most of the Group’s customers have been doing business with it for many years. In monitoring customer credit
       risk, the customers were grouped according to a characterization of their credit, based on geographical location,
       industry, aging of receivables, maturity, and existence of past financial difficulties. Customers defined as “high
       risk” are classified to the restricted customer list and are supervised by management. In certain countries,
       mainly, Brazil, customers are required to provide property collaterals (such as agricultural lands and equip-
       ment) against execution of the sales, the value of which is examined on a current ongoing basis by the Com-
       pany. In these countries, in a case of expected credit risk, the Company records a provision for the amount of
       the debt less the value of the collaterals provided and acts to realize the collaterals.

       The Group closely monitors the economic situation in Eastern Europe and South America on an ongoing basis.
       As a result of the Covid-19 pandemic, the Group also closely monitors the economic situation worldwide.
       Where necessary, the Group operates to limit its exposure to customers.

       The Group recognizes an impairment provision, which reflects its assessment regarding the credit risk of ac-
       count receivables, Other receivables and investments on a lifetime expected credit loss basis. See also notes
       Ⅲ.10 – Financial instruments and Ⅲ.11 – Receivables.

       Cash and deposits in banks

       The Company holds cash and deposits in banks with a high credit rating. These banks are also required to
       comply with capital adequacy or maintain a level of security based on different situations.

       Guarantees

       The Company’s policy is to provide financial guarantees only to investee companies.

       Aging of receivables and expected credit risk

       Presented below is the aging of the past due trade receivables:
                                                                                                December 31, 2021

         Past due by less than 90 days                                                                         575,485
         Past due by more than 90 days                                                                         453,002
                                                                                                             1,028,487




                                                           246
                                                                                                              ADAMA Ltd.
                                                                                                   (Expressed in RMB '000)
Notes to the Financial Statements


VIII. Risk Related to Financial Instruments - (cont’d)

B.     Credit risk - (cont’d)

       The company measure the provision for credit losses on a collective group basis, where receivables share
       similar credit risk characteristics based on geographical locations. The examination for expected credit losses
       is performed using model including aging analysis and historical loss experiences, and adjusted by the observ-
       able factors reflecting current and expected future economic conditions.
       When credit risk on a receivable has increased significantly since initial recognition, the group records specific
       provision or general provision which is determined for groups of similar assets in countries in which there are
       large number of customers with immaterial balances.

       The Group has credit risk exposures for accounts receivables amounted to RMB 8,137,161 thousand relate to
       category of "Lifetime expected credit losses (credit losses has not occurred)" and amounted to RMB 454,004
       thousand related to category of "Lifetime expected credit losses (credit losses occurred)". The Group has credit
       risk exposures for other receivables amounted to RMB 10,850 thousand related to category of "Lifetime ex-
       pected credit losses (credit losses occurred)". The credit risk exposures for all remaining balance of financial
       assets at amortised cost and financial assets at FVTOCI are related to "12-month expected credit losses".

C.     Liquidity risk

       Liquidity risk is the risk that the Group will encounter difficulty in meeting its financial obligation when they
       come due. The Group's approach to managing its liquidity risk is to assure, to the extent possible, an adequate
       degree of liquidity for meeting its obligations timely, under ordinary conditions and under pressure conditions,
       without sustaining unwanted losses or hurting its reputation.

       The cash-flow forecast is determined both at the level of the various entities as well as of the consolidated
       level. The Company examines the current forecasts of its liquidity requirements in order to ascertain that there
       is sufficient cash for the operating needs, including the amounts required in order to comply with the financial
       liabilities, while taking strict care that at all times there will be unused credit frameworks so that the Company
       will not exceed the credit frameworks granted to it and the financial covenants with which it is required to
       comply with. These forecasts take into consideration matters such as the Company’s plans to use debt for
       financing its activities, compliance with required financial covenants, compliance with certain liquidity ratios
       and compliance with external requirements such as laws or regulation.

       The surplus cash held by the Group subsidiaries, which is not required for financing the current ongoing op-
       erations, is invested in short-term interest-bearing investment channels.




                                                           247
                                                                                                                       ADAMA Ltd.
                                                                                                            (Expressed in RMB '000)
Notes to the Financial Statements


VIII. Risk Related to Financial Instruments - (cont’d)

C.     Liquidity risk - (cont’d)

       (1) Presented below are the contractual maturities of the financial liabilities at undiscounted amounts,
           including estimated interest payments:

                                                                                As at December 31, 2021
                                                                                    Third-     Fifth year   Contractual      Carrying
                                                   First year   Second year   Fourth year    and above      Cash flow         amount
             Non-derivative financial liabili-
             ties
               Short-term loans                       888,941             -             -             -        888,941        874,755
               Bills payables                         493,376             -             -             -        493,376        493,376
               Accounts payables                    6,294,163             -             -             -      6,294,163      6,294,163
               Other payables                       1,342,188             -             -             -      1,342,188      1,342,188
               Other current liabilities              170,422             -             -             -        170,422        170,422
               Debentures payable                     947,901       955,711     1,825,618     7,996,071     11,725,301      8,354,080
               Long-term loans                      1,224,099       945,539     1,421,032     1,418,839      5,009,509      4,598,555
               Long-term payables                       3,163        11,388        22,389        73,802        110,742         95,699
               Lease Liabilities                      161,388       117,740       126,067       253,262        658,457        501,248
               Long-term liability in respect of
                        business combinations              -            956        34,101         2,439          37,496        17,411
               Other non-current liabilities           8,607        286,032     1,704,891       394,261       2,393,791     1,660,148

             Derivative financial liabilities
              Foreign currency derivatives            175,492             -             -             -        175,492        175,492
              CPI/shekel forward transactions             714             -             -             -            714            714
                                                   11,710,454     2,317,366     5,134,098    10,138,674     29,300,592     24,578,251

D.     Market risks

       Market risk is the risk that changes in market prices, such as foreign exchange rates, CPI, interest rates and
       prices of capital instruments, will affect the Group’s revenues or the value of its holdings in its financial in-
       struments. The objective of market risk management is to manage and monitor the exposure to market risks
       within acceptable parameters, while optimizing the return.

       During the ordinary course of business, the Group purchases and sells derivatives and assumes financial lia-
       bilities for the purpose of managing market risks.

       (1) CPI and foreign currency risks

       Currency risk

       The Group is exposed to currency risk from its sales, purchases, expenses and loans denominated in currencies
       that differ from the Group’s functional currency. The main exposure is in Euro, Brazilian real, USD and in
       NIS. In addition, there are smaller exposures to various currencies such as the British pound, Polish zloty,
       Australian dollar, Indian rupee, Argentine peso, Canadian dollar, South African Rand, Ukraine Hryunia, the
       Turkish lira and Chinese Yuan Renminbi.

       The Group uses foreign currency derivatives – forward transactions and currency options – in order to hedge
       the cash flows risk, which derive from existing monetary assets and liabilities and anticipated sales and pur-
       chases, which may be affected by exchange rate fluctuations.




                                                                  248
                                                                                                               ADAMA Ltd.
                                                                                                    (Expressed in RMB '000)
Notes to the Financial Statements


VIII. Risk Related to Financial Instruments - (cont’d)

D.     Market risks - (cont’d)

       (1) CPI and foreign currency risks - (cont’d)

       The Group hedged a part of the estimated currency exposure to anticipate sales and purchases for the subse-
       quent year. Likewise, the Group hedges most of its monetary assets and liabilities denominated in a non- U.S.
       dollar currency. The Group uses foreign currency derivatives to hedge its currency risk, mostly with maturity
       dates of less than one year from the reporting date.

       Solutions debentures are linked to the NIS-CPI and, therefore, an increase in the NIS-CPI, as well as changes
       in the NIS exchange rate, could cause significant exposure with respect to the subsidiary functional currency
       – the U.S. dollar. As of the approval date of the financial statements, the subsidiary had hedged most of its
       exposure deriving from issuance of the debentures, in options and forward contracts.

       (A) The Group’s exposure to NIS-CPI and foreign currency risk, except in respect of derivative financial
           instruments is as follows:

                                                                                            December 31, 2021
                                                                                          Total assets   Total liabilities

               In US Dollar                                                                 1,311,873          1,815,556
               In Euro                                                                      1,478,933          1,179,134
               In Brazilian real                                                            2,651,205            364,262
               CPI-linked NIS                                                                       -          8,452,994
               In New Israeli Shekel                                                          560,934          1,694,934
               Denominated in or linked to other foreign currency                           2,760,423            845,976
                                                                                            8,763,368         14,352,856

       (B) The exposure to CPI and foreign currency risk in respect of derivatives is as follows:

                                                                        December 31, 2021
                                                  Cur-          Cur-
                                             rency/link   rency/link     Average    USD thou-         RMB
                                            age receiv-    age paya-   expiration   sands Par    thousands
                                                   able          ble         date       value     Par value    Fair value

               Forward foreign currency           USD          EUR     05/04/2022      192,512    1,227,396      (54,424)
               Contracts and call options         USD          PLN     29/01/2022       19,252      122,743         (924)
                                                  USD          BRL     09/02/2022      324,302    2,067,654      (10,870)
                                                  USD          GBP     12/01/2022       20,878      133,111         2,288
                                                  USD          ZAR     20/01/2022       39,086      249,200         8,156
                                                   ILS         USD     12/01/2022    1,640,964   10,462,297        19,831
                                                  USD        OTHER                   2,308,016   14,715,220        56,694
               CPI forward contracts              CPI           ILS    09/04/2022      667,203    4,253,883        46,353




                                                              249
                                                                                                             ADAMA Ltd.
                                                                                                  (Expressed in RMB '000)
Notes to the Financial Statements


VIII. Risk Related to Financial Instruments - (cont’d)

D.     Market risks - (cont’d)

       (1) CPI and foreign currency risks - (cont’d)

       (C) Sensitivity analysis

              The appreciation or depreciation of the Dollar against the following currencies as of December 31, 2021
              and the increase or decrease in the CPI would increase (decrease) the equity and profit or loss by the
              amounts presented below. This analysis assumes that all the remaining variables, among others interest
              rates, remains constant.

                                                                       December 31, 2021
                                                    Decrease of 5%                         Increase of 5%
                                                 Equity        Profit (loss)          Equity           Profit (loss)
               New Israeli shekel                      54,874           34,943              (3,992)               14,038
               British pound                               727              727               (727)                (727)
               Euro                                    (4,765)          (3,629)               8,162                7,026
               Brazilian real                             (25)            6,177            (12,317)             (16,383)
               Polish zloty                              1,535            1,535               (925)                (925)
               South African Rand                      (1,019)          (1,019)               (182)                (182)
               Chinese Yuan Renminbi                   19,138             6,056             (3,808)              (2,827)
               CPI-linked NIS                         480,591          480,591            (480,591)            (480,591)

       (2) Interest rate risks

            The Group has exposure to changes in the variable interest rate. The Group has different assets and liabil-
            ities in different countries which bear interest according to the economic environment in each country.
            Most of the loans, other than the debentures, bear Dollar and Euro Libor interest. As a result, most of the
            variable interest exposure of those loans is to the Libor interest. Due to market conditions, the variable
            interest rates on cash are relatively low.

            The Company prepares a quarterly summary of exposure to a change in the Libor interest rate. As at the
            approval date of the financial statements, the Company had not hedged this exposure.




                                                          250
                                                                                                                ADAMA Ltd.
                                                                                                     (Expressed in RMB '000)
Notes to the Financial Statements


VIII. Risk Related to Financial Instruments - (cont’d)

D.     Market risks - (cont’d)

       (2) Interest rate risks - (cont’d)

       (A) Type of interest

              The interest rate profile of the Group’s interest-bearing financial instruments was as follows:

                                                                                                          December 31,
                                                                                                              2021

               Fixed-rate instruments – unlinked to the CPI
               Financial assets
               Other non-current assets                                                                            43,425

               Financial liabilities
               Long-term loans (1)                                                                              3,050,021
               Long-term payables                                                                                  23,289
               Other non-current liabilities                                                                      318,786
                                                                                                              (3,348,671)
               Fixed-rate instruments – linked to the CPI
               Financial liabilities
               Debentures payable (1)                                                                            8,354,080

              Variable-rate instruments
              Financial assets
              Cash at banks                                                                                      2,309,425
              Financial assets at fair value through profit or loss                                                  1,479
              Other current assets                                                                                 121,629
              Other non-current assets                                                                              22,474

              Financial liabilities
              Short-term loans and credit from banks                                                               874,755
              Long-term loans (1)                                                                                1,548,534
              Long-term payables                                                                                    67,551
                                                                                                                  (35,833)

            (1) Including current maturities.

       (B) Sensitivity analysis of cash flows regarding variable-interest instruments

              A change of 5% in the interest rates on the reporting date would increase or reduce equity and profit or loss
              by the amounts presented below. This analysis assumes that all the remaining variables, among others ex-
              change rates, remained fixed.

                                                                       Profit or loss                  Equity
                                                                  Increase in Decrease in      Increase in Decrease in
                                                                     interest       interest      interest    interest

              As at December 31, 2021                                   1,606       (1,621)          1,606         (1,621)


                                                            251
                                                                                                              ADAMA Ltd.
                                                                                                   (Expressed in RMB '000)
Notes to the Financial Statements


IX. Fair Value

     The fair value of forward contracts on foreign currency is based on their listed market price, if available. In the
     absence of market prices, the fair value is estimated based on the discounted difference between the stated
     forward price in the contract and the current forward price for the residual period until redemption, using an
     appropriate interest rate.

     The fair value of foreign currency options is based on bank quotes. The reasonableness of the quotes is evaluated
     through discounting future cash flow estimates, based on the conditions and duration to maturity of each contract,
     using the market interest rates of a similar instrument at the measurement date and in accordance with the Black
     & Scholes model.

1.   Financial instruments measured at fair value for disclosure purposes only

     The carrying amount of certain financial assets and liabilities, including cash at bank and on hand, bills and
     accounts receivable, receivables financing, other receivables, derivatives financial assets, short-term loans, bills
     and accounts payable and other payable, are the same or proximate to their fair value.

     The following table details the carrying amount in the books and the fair value of groups of non-current financial
     instruments presented in the financial statements not in accordance with their fair values:

                                                                                  December 31, 2021
                                                                        Carrying amount                      Fair value
      Financial assets
      Other non-current assets (a – Level 2)                                       62,826                       58,673

      Financial liabilities
      Long-term loans and others (b – Level 2)                                  5,516,724                    5,600,573
      Debentures (c – Level 1)                                                  8,354,080                   11,836,592

     a) The fair value of the other non-current assets is based on a discounted future cash flows, using the acceptable
        interest rate for similar investment having similar characteristics (Level 2).
     b) The fair value of the long-term loans and others is based on a discounted future cash flows, using the acceptable
        interest rate for similar loans having similar characteristics (Level 2).
     c) The fair value of the debentures is based on stock exchange quotes (Level 1).

2.   The interest rates used in determining fair value

     The interest rates used to discount the estimate of anticipated cash flows are:

                                                                                                 December 31, 2021
                                                                                                       %

     U.S. dollar interest                                                                          (0.83%) - 1.92%
     Chinese Yuan Renminbi                                                                          2.01% - 2.71%
     Euro                                                                                          (0.72%) - 0.06%




                                                           252
                                                                                                                  ADAMA Ltd.
                                                                                                       (Expressed in RMB '000)
Notes to the Financial Statements


IX. Fair Value - (cont’d)

3.   Fair value hierarchy of financial instruments measured at fair value

     Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction
     between market participants at the measurement date. The table below presents an analysis of financial instru-
     ments measured at fair value. The various levels have been defined as follows:

      Level 1: quoted prices (unadjusted) in active market for identical instrument.
      Level 2: inputs other than quoted prices included within Level 1 that are observable, either directly or indirectly.
      Level 3: inputs that are not based on observable market data (unobservable inputs).

     The Company’s forward contracts and options are carried at fair value and are evaluated by observable inputs
     and therefore are concurrent with the definition of level 2.

                                                                                                           December 31
                                                                                                              2021

       Forward contracts and options used for hedging the cash flow (Level 2)                                        36,316
       Forward contracts and options used for economic hedging (Level 2)                                             30,788
       Other equity investment (Level 2)                                                                            152,118
       Receivables financing (Level 2)                                                                              120,157
       Other non-current assets (Level 2)                                                                            79,658
       Other (Level 2)                                                                                                1,479

       Financial Instrument                Fair value
                                           Fair value measured on the basis of discounting the difference between the
                                           stated forward price in the contract and the current forward price for the
       Forward contracts
                                           residual period until redemption using an appropriate interest rates.

       Foreign currency options            The fair value is measured based on the Black&Scholes model.

     No transfer between any levels of the fair value hierarchy in the reporting period.

     No change in the valuation techniques in the reporting period.




                                                             253
                                                                                                              ADAMA Ltd.
                                                                                                   (Expressed in RMB '000)
Notes to the Financial Statements


X. Related parties and related party transactions

1.   Information on parent Company


         Company           Registered                          Registered capital   Shareholding       Percentage
          name               place       Business nature       (Thousand RMB)        percentage      of voting rights

                                          Production and
                                           sales of agro-
         Syngenta          Shanghai,    chemicals, fertiliz-
          Group             China       ers and GM seeds             11,144,545       78.47%             78.47%

     The Company’s ultimate controlling shareholder is Sinochem Holdings .

2.   Information on the largest subsidiaries of the Company

     For information about the subsidiaries of the Company, refer to Note VII.1.

3.   Information on largest joint ventures and associates of the Company

     For information about the joint ventures and associates of the Company, refer to Note V.12.
     Other joint ventures and associates that have related party transactions with the Group during this period or the
     previous periods are as follows:

       Name of entity                                           Relationship with the Company

       Innovaroma SA                                            Joint venture of the Group




                                                               254
                                                                                                       ADAMA Ltd.
                                                                                            (Expressed in RMB '000)
Notes to the Financial Statements


X. Related parties and related party transactions - (cont’d)

4.   Information on other related parties

           Name of other related parties                                   Related party relationship
           Bluestar (Beijing) Chemical Machinery Co. Ltd.                  Common control
           Bluestar Engineering co.,LTD .                                  Common control
           Changsha Huaxing Construction Supervision Co., Ltd.             Common control
           ChemChina Asset Management co.,LTD .                            Common control
           ChemChina Information Center co.,LTD .                          Common control
           ChemChina Finance Corporation                                   Common control
           China Bluestar Chengrand Research Institute Chemical Industry   Common control
           China National Chemical Information Center Co. LTD              Common control
           Elkem Silicones Brasil LTD                                      Common control
           Hangzhou (Torch)XidoumenMembraneIndustry co.,LTD                Common control
           Jiangsu Huaihe Chemical Co. Ltd. (H&H)                          Common control
           Jingzhou Sanonda Holdings Co.,Ltd.                              Common control
           MRI Seed Zambia Limited                                         Common control
           Nantong Xingchen Synthetic Material Co. Ltd.                    Common control
           OOO Syngenta                                                    Common control
           PT Syngenta Indonesia                                           Common control
           PT Syngenta Seed Indonesia                                      Common control
           Shandong Dacheng Agrochemical Company Limited                   Common control
           Shandong Dacheng Biochemical Co., Ltd.                          Common control
           Shanghai focus supply chain Co., Ltd                            Common control
           Shanghai nengjianyuan Biological Agriculture Co., Ltd           Common control
           Shenyang Chemical Co Ltd                                        Common control
           Shenyang Chemical Research Institute Co. LTD                    Common control
           Shenyang Shenhua Institute Testing Technology Co. Ltd.          Common control
           Shenyang Sinochem Agrochemicals R&D Co. Ltd.                    Common control
           Sinochem (Hainan) Crop Technology Co. LTD                       Common control
           Sinochem Agriculture (Xinjiang) Biotechnology Co. Ltd.          Common control
           Sinochem Agriculture Co., Ltd                                   Common control
           Sinochem Agriculture Eco-Tech (Hubei) Co. Ltd.                  Common control
           Sinochem Agro Co., Ltd.                                         Common control
           Sinochem Chongqing Fuling Chemical Co. Ltd.                     Common control
           Sinochem Fertilizer Co., Ltd Fujian Branch                      Common control
           Sinochem Fertilizer Co., Ltd Guangxi Branch                     Common control
           Sinochem Fertilizer Co., Ltd Hebei Branch                       Common control
           Sinochem Fertilizer Co., Ltd Jiangsu Branch                     Common control
           Sinochem Fertilizer Co., Ltd Jilin Branch                       Common control
           Sinochem Fertilizer Co., Ltd Nothwest Branch                    Common control
           Sinochem Fertilizer Co., Ltd Shandong Branch                    Common control
           Sinochem Fertilizer Co., Ltd Southwest Branch                   Common control
           Sinochem Fertilizer Co., Ltd Xinan Branch                       Common control
           Sinochem Fertilizer Company Limited                             Common control
           Jiangsu Huifeng Agrochemical Co. Ltd.                           Minority shareholder and its subsidiary
           Jiangsu Huifeng Biological Agriculture Co., Ltd                 Minority shareholder and its subsidiary
           Nongyi Net (Yangling) e-commerce Co., Ltd.                      Minority shareholder and its subsidiary
           Jiangsu Ruixiang Chemical co., LTD .                            Common control/Associate of Group
           Jiangsu Yangnong Chemical Group Co. Ltd.                        Common control/Associate of Group
           Jiangsu Youjia Plant Protection co., LTD .                      Common control/Associate of Group
           Jiangsu Youshi Chemical Co., Ltd.                               Common control/Associate of Group



                                                       255
                                                                                                     ADAMA Ltd.
                                                                                          (Expressed in RMB '000)
Notes to the Financial Statements


X. Related parties and related party transactions - (cont’d)

4. Information on other related parties - (cont’d)

      Name of other related parties                                             Related party relationship
      Sinochem International Crop Care (Overseas) Pte. Ltd.                     Common control
      Sinochem Modern Agriculture (Jiangsu) Co. LTD                             Common control
      Sinochem Modern Agriculture (Shaanxi) Co. LTD                             Common control
      Sinochem Modern Agriculture (Shandong) Co. LTD                            Common control
      Sinochem Modern Agriculture (Xinjiang) Co. LTD                            Common control
      Sinochem Modern Agriculture Anhui Co. LTD                                 Common control
      Sinochem Modern Agriculture Sichuan Co. LTD                               Common control
      Sinochem Shandong Fertilizer Co., Ltd.                                    Common control
      Syngenta (China) Investment Company Limited                               Common control
      Syngenta AG                                                               Common control
      Syngenta Agro AG                                                          Common control
      Syngenta Agro d.o.o. (Serbia)                                             Common control
      Syngenta Agro GmbH                                                        Common control
      Syngenta Agro S.A.                                                        Common control
      Syngenta Agro S.R.L.                                                      Common control
      Syngenta Australia Pty Ltd                                                Common control
      Syngenta Canada Inc.                                                      Common control
      Syngenta Coml Agro LTDA                                                   Common control
      Syngenta Crop Protection AG                                               Common control
      Syngenta Crop Protection BV                                               Common control
      Syngenta Crop Protection LLC                                              Common control
      Syngenta Crop Protection Ltd                                              Common control
      Syngenta Crop Protection NV                                               Common control
      Syngenta Crop Protection SA                                               Common control
      Syngenta Czech s.r.o.                                                     Common control
      Syngenta Espana S.A                                                       Common control
      Syngenta France SAS                                                       Common control
      Syngenta Group (NL) B.V.                                                  Common control
      Syngenta Hellas AEBE                                                      Common control
      Syngenta India Ltd                                                        Common control
      Syngenta Italia SpA – seeds                                              Common control
      Syngenta Kft.                                                             Common control
      Syngenta Korea Ltd                                                        Common control
      Syngenta Polska Sp. z.o.o.                                                Common control
      Syngenta Protecao Cultivos LTDA                                           Common control
      Syngenta Seeds LTDA                                                       Common control
      Syngenta Slovakia s.r.o.                                                  Common control
      Syngenta South Africa (Pty) Ltd                                           Common control
      Syngenta Vietnam Limited                                                  Common control
      SyngentaTarim Sanayive Ticaret A.S.                                       Common control
      Zhonglan International Chemical co.,LTD                                   Common control
      Zhonglan Lianhai Design Institute co.,LTD                                 Common control
      Zhonglan Lianhai (Shanghai) Chemical Engineering Technology Co.,Ltd.      Common control
      Zhonlan Chenguang Chemical Research and Design Institute Co., Ltd. Xin-   Common control
      jin Branch
      ChemChina Finance Corporation                                             Common control




                                                      256
                                                                                                           ADAMA Ltd.
                                                                                                (Expressed in RMB '000)
Notes to the Financial Statements


X. Related parties and related party transactions - (cont’d)

5.   Transactions and balances with related parties

     (1) Transactions with related parties
                                                                                        Year ended December 31
           Type of purchase                            Related Party Relationship                2021      2020

           Summary of purchase of goods/services:
           Purchase of goods/services received         Common control under Si-              1,798,000    1,273,820
                                                       nochem Holdings
                                                       Joint venture                                 -         1,661
                                                       Associates                                    -       260,570
                                                       Minority shareholder and                 68,349             -
                                                       its subsidiary
           Purchase of fixed assets and other assets   Common control under Si-                 51,121       325,700
                                                       nochem Holdings
           Lease expenses                              Common control under Si-                     489              -
                                                       nochem Holdings

           Summary of Sales of goods:
           Sale of goods/ Service rendered             Common control under Si-              1,300,066       953,257
                                                       nochem Holdings
                                                       Joint venture                            93,388       133,356
                                                       Associates                                    -        43,317
                                                       Minority shareholder and                217,444             -
                                                       its subsidiary
     (2) Guarantees

         The Group as the guarantee receiver

                                                      Amount of    Inception date   Maturity date    Guaranty com-
           Guarantee provider                    guaranteed loan      of guaranty    of guaranty      pleted (Y / N)
           Parent company                               343,000      21/04/2021       20/04/2028                    N
                                                         72,886      01/06/2021       31/05/2028                    N

           *     During the year, the Company paid a guarantee fee amounting to 141 thousand RMB (2020: nil) to
                 the parent company.

     (3) Remuneration of key management personnel and directors
                                                                                    Periods ended December 31
                                                                                            2021                2020

           Remuneration of key management personnel and directors                         99,000              56,833




                                                          257
                                                                                                           ADAMA Ltd.
                                                                                                (Expressed in RMB '000)
Notes to the Financial Statements


X. Related parties and related party transactions - (cont’d)

5.   Transactions and balances with related parties - (cont'd)

     (4) Receivables from and payables to related parties (including loans)

         Receivable Items
                                                                          December 31              December 31
                                                                              2021                     2020
                                                                                 Expected                Expected
                                        Related Party Relation-       Book       credit         Book     credit
           Items                        ship                          Balance    losses         Balance losses

           Trade receivables            Common control under           200,954              -   155,050          -
                                        Sinochem Holdings
                                        Joint venture                    23,150             -    21,630          -
                                        Associates                            -             -       327          -
                                        Minority shareholder and         32,953             -         -          -
                                        its subsidiary
           Other receivables            Common control under                  83            -        681         -
                                        Sinochem Holdings
           Other Non-Current assets     Common control under                  84            -           -        -
                                        Sinochem Holdings
           Prepayments                  Common control under             33,069             -    17,065          -
                                        Sinochem Holdings
                                        Associates                               -          -        350         -


         Payable Items
                                                                                     December 31      December 31
           Items                    Related Party Relationship                             2021             2020

           Trade payables           Common control under Sinochem Hold-                   489,859            357,148
                                    ings
                                    Associates                                                  -             15,907
                                    Minority shareholder and its subsidiary                   355                  -
           Other payables           Common control under Sinochem Hold-                    30,006             19,354
                                    ings
           Contract liabilities     Common control under Sinochem Hold-                          -             2,355
                                    ings
                                    Associates                                                   -               340
           Other non-current li-    Common control under Sinochem Hold-                          -            28,000
           abilities due within     ings
           one year
           Other non-current li-    Common control under Sinochem Hold-                   318,786            143,770
           abilities *              ings

         * The liability is a loan from a related party, the interest expense for the year ended December 31, 2021 is
           3,897 thousand RMB (twelve months ended December 31, 2020: 2,096 thousand RMB). The loan was
           fully repaid during 2021. See other related party transactions note below (5) regarding the new credit
           facility received during 2021 (RMB 319 million).




                                                          258
                                                                                                           ADAMA Ltd.
                                                                                                (Expressed in RMB '000)
Notes to the Financial Statements


X. Related parties and related party transactions - (cont’d)

6. Transactions and balances with related parties - (cont'd)

    (5) Other related party transactions
         The closing balance of bank deposit in ChemChina Finance Corporation was 358,881 thousand RMB
         (31.12.20: 370,141 thousand RMB) Interest income of bank deposit for the current period was 2,725 thou-
         sand RMB (amount for twelve months ended December 31, 2020 is 1,422 thousand RMB).
         The closing balance of a loan received from ChemChina Finance corporation was 0 thousand RMB
         (31.12.20: 0 thousand RMB). Interest expenses in the current period was 1,571 thousand RMB (amount for
         twelve months ended December 31, 2020 is 665 thousand RMB).

         Following the approvals from Solutions Board of Directors and the Audit Committee dated October 25,
         2021, on October 27, 2021, Solutions, through one of its subsidiaries, entered into a committed credit facil-
         ities agreements in the aggregate amount of USD 100 million (RMB 638 million) on market terms with
         Syngenta Group, or any of its subsidiaries. As of December 31, 2021 the amount utilized is USD 50 million
         (RMB 319 million).




                                                         259
                                                                                                             ADAMA Ltd.
                                                                                                  (Expressed in RMB '000)
Notes to the Financial Statements


XI. Commitments and contingencies

1.   Significant commitments

                                                                                 December 31            December 31
                                                                                       2021                  2020

          Investment in Fixed assets                                                   623,156                 571,367

2.   Commitments and Contingent Liabilities
     On December 10, 2018 the 9th meeting of the 8th session of the Board of Directors of the Company approved
     the extension of the engagement in annual liability insurance policies for directors, supervisors and senior of-
     ficers of the Company (“D&O Liability Insurance) as originally approved by the 22nd meeting of the 7th session
     of Board of Directors and the 4th Interim Shareholders Meeting in 2017, and authorized the management to
     annually deal with all matters relating to renewal/extension of the customary D&O Liability Insurance policies,
     with up to 20% flexibility in the relevant terms of the original policy. On December 26, 2018 the 3rd Interim
     Shareholders Meeting approved the above resolution. The current D&O Liability Insurance was renewed for an
     additional one-year term commencing November 15, 2021.

     Environmental protection
     The manufacturing processes of the Company and the products it produces and market, entail environmental
     risks that impact the environment. The Company invests substantial resources in order to comply with the ap-
     plicable environmental laws and attempts to prevent or minimize the environmental risks that could occur as a
     result of its activities. To the best of the Company’s knowledge, at the balance sheet date, there are no material
     environmental issues relating to the Company, there are no material administrative penalties or investigations
     related to environment, health and safety imposed or initiated by regulatory authorities, and none of the material
     permits and licenses regarding environmental issues required for the Company’s day to day operations have
     been revoked.

     Other
     For two of the Company’s production sites in China that have been in the process of relocation, Jingzhou site
     in Jingzhou, Hubei Province completed its relocation and upgrade program and continues on its path of gradu-
     ally ramping up production and Anpon old site in Huai’An, Jiangsu Province is in the process of relocating to
     the new site. As part of the relocation process, the Company executed in previous years a reduction plan to
     reduce the number of employees during the relocation period.

     Claims against subsidiaries
     In the ordinary course of business, legal claims were filed against subsidiaries, including claims for patent in-
     fringement. The Company, inter alia, like other companies operating in the crop protection market, is exposed
     to class actions for large amounts, which it must defend against while incurring considerable costs, even if these
     claims have no basis in the first place. In the opinion of the Company’s management, which is based, inter alia,
     on the opinions of its legal advisors regarding the prospects of the proceedings, the financial statements include
     adequate provisions where necessary to cover the exposure resulting from the claims.




                                                          260
                                                                                                              ADAMA Ltd.
                                                                                                   (Expressed in RMB '000)
Notes to the Financial Statements


XI. Commitments and contingencies - (cont’d)

2. Commitments and Contingent Liabilities - (cont’d)

     Claims against subsidiaries (cont’d)
     On October 20, 2020, a claim and a motion for its approval as a class action (the “Motion”) was filed against
     Monsanto Company and Bayer AG (the “Manufacturers”) as well as against ADAMA Agan Ltd., a wholly-
     owned subsidiary of the Company, with respect to an herbicide bearing the brand name Roundup, which is
     produced by the Manufacturers and distributed in Israel in small quantities by the subsidiary. The applicants
     argue that the product allegedly poses a risk to users or those who have been exposed to it. The Company and
     the subsidiary reject the allegations against the subsidiary in the Motion and in the statement of claim. As the
     Company is an authorized distributor of the Manufactures, which undertook to fully indemnify, defend and hold
     harmless ADAMA Agan Ltd., for any monetary compensation or any other remedy it will have to make in
     connection with the Motion, the Motion and claim are not expected to have any non-negligible effect on the
     Company’s financial results.

     In June 2021, a lawsuit was filed against a subsidiary of the Company, alleging two patents owned by a large
     competitor of the Company, have been infringed by such subsidiary. Among the claims, the plaintiff seeks
     preliminary and permanent injunctions to prevent the subsidiary from manufacturing, using or commercializing
     any product that infringes the plaintiff’s patents, and seeks actual damages and profits loss. The said preliminary
     injunctions were granted by the court in favor of the plaintiff. The subsidiary has filed appeals against such
     preliminary injunctions, which are still pending. Prior to such claims, and on-going, the subsidiary filed several
     lawsuits against the said plaintiff seeking to declare the said patents are invalid and the subsidiary does not
     infringe them. All these lawsuits are pending as of the approval date of the financial statements. At this stage,
     the claims filed by the plaintiff are not expected to have a material effect on the Company.

     Various immaterial claims have been filed against Group companies in courts throughout the world, in imma-
     terial amounts, for causes of action primarily involving employee-employer relations and various civil claims,
     for which the Company did not record a provision in the financial statements. The claims that in the estimation
     of Company’s management, based on its legal advisors’ opinion, have lower chances of succeeding than being
     rejected, amount to a negligible amount. Furthermore, claims were filed against the Company for product lia-
     bility damages, for which the Company has adequate insurance coverage, such that the Company’s exposure in
     respect thereof is limited to the deductible amount or the amount thereof does not exceed the deductible amount.


     XII. Events subsequent to the balance sheet date

     With respect to the current events in Ukraine, at this stage, the Company cannot definitively estimate the poten-
     tial impact of these events on the financial performance of the Company. The Company is continuously review-
     ing the situation on the ground and assessing the potential risks involved, and will provide a further update in
     due course.




                                                          261
                                                                                                              ADAMA Ltd.
                                                                                                   (Expressed in RMB '000)
Notes to the Financial Statements


XIII.      Share-based Payments

1.      In February 2019, the remuneration committee and Solutions Board of Directors (as well as the General Meet-
        ing with respect to theformer CEO and Vice President who also serves as a director) approved the allocation
        of 77,864,910 phantom warrants to officers and employees in accordance with the long-term phantom com-
        pensation plan (hereinafter - "the 2019 Plan"), out of which 75,814,897 phantom warrants were granted at the
        grant date of February 21, 2019. During 2019, 1,206,081 additional Phantom warrants were granted.

        The warrants will vest in four equal portions, where the first and second quarters are exercisable after two
        years, the third quarter after three years and the fourth quarter after four years from January 1, 2019. The
        warrants will be exercisable, in whole or in part, in accordance with the terms of the 2019 plan, and subject to
        achieving financial targets as determined in the plan. The warrants will be exercisable until the end of 2025.

        Upon exercise of each warrant, the offeree will be entitled to receive cash payment equal to the difference
        between the base price as determined at the time of the grant and the closing price of one share of the Company
        on the Shenzhen Stock Exchange, as it will be on the exercise date up, to the ceiling that was determined under
        the plan.

        The fair value of the granted warrants as aforesaid was estimated using the binomial pricing model.

        The cost of the benefit embodied in the warrants that were allocated as aforesaid, based on the fair value at the
        grant date, amounted to a total of approximately 186 million RMB. The liability at the end of the reporting
        period was recorded according to the vesting period as determined in the plan, taking into account the extent
        of the service that the employees provided until that date and the Company’s share price at the end of the
        reporting period.

        Statement of share based payments in the period                                   Phantom warrants
        Total number of Phantom warrants at the beginning of the period                                60,047,067
        Total number of Phantom warrants granted in current period                                               -
        Total number of Phantom warrants exercised in current period                                             -
        Total number of Phantom warrants forfeited in current period                                   (4,326,492)
        Total number of Phantom warrants at the end of the period                                      55,720,575

        The exercise prices and the remainder of the contractual period for Phantom                 RMB 9.91 – 10.85
        warrants outstanding at the end of period                                                            4 years


        The parameters used in implementing the model at the grant date are as follows:
        Stock price (RMB)                                                                                        10.85
        Exercise increment (RMB)                                                                           10.03/10.85
        Expected volatility                                                                                    43.97%
        Risk-free interest rate                                                                                 3.06%
        Economic value as of February 21, 2019 (in thousands RMB)                                              186,206

        The methods for the determination of the fair value of liabilities arising from
        cash-settled share-based payments                                                 The binomial pricing model
        Accumulated amount of liabilities arising from cash-settled share-based pay-
        ments (in thousands RMB)                                                                                 86,416
        Expenses arising from cash-settled share-based payments in current period
        (in thousands RMB)                                                                                        8,776


                                                           262
                                                                                                                  ADAMA Ltd.
                                                                                                       (Expressed in RMB '000)
Notes to the Financial Statements



XIII.      Share-based Payments - (cont’d)

2.      In September 2019, the remuneration committee and Solutions Board of Directors (and the General Meeting
        with respect to the CEO and Vice President who also serves as a director) approved the cancellation of 2017
        Plan against the allocation of 28,258,248 warrants in accordance with the long-term phantom compensation
        plan (hereinafter - "The Alternative Warrants" and "The Alternative Plan"). The cancellation and allocation
        date is September 26, 2019. During 2019, an additional 90,130 Alternative Phantom Warrants were granted.

        The alternative warrants will vest in four equal portions, where the first quarter is exercisable after one year,
        the second quarter after two years, the third quarter after three years and the fourth quarter after four years
        from October 1, 2019. The warrants will be exercisable, in whole or in part, in accordance with the terms of
        the Alternative Plan, and subject to achieving financial targets as determined in the plan. The warrants will be
        exercisable until October 1, 2026.

        Upon exercise of each warrant, the offeree will be entitled to receive cash payment equal to the difference
        between the base price as determined at the time of the grant and the closing price of one share of the parent
        company on the Shenzhen Stock Exchange, as it will be on the exercise date up to the ceiling that was deter-
        mined under the plan.

        The fair value of the total granted alternative warrants at the allocated date is equal to the fair value of the total
        warrants canceled from the 2017 plan.

        The cost of the benefit embodied in the warrants that were allocated as aforesaid, based on the fair value at the
        cancellation and allocation date, amounted to a total of approximately 69 million RMB. The liability in the
        financial statements at the end of the reporting period was recorded at the fair value estimated using the bino-
        mial option pricing model and by the vesting period from the original grant date of the 2017 plan to the end
        of the service period determined by the alternative plan, taking into account the extent of the service that the
        employees provided until that date and the stock price at the reporting date.

        Statement of share based payments in the period
                                                                                                  Phantom warrants
        Changes in the number of 2017 Plan:
        Total number of Phantom warrants at the beginning of the period                                         20,739,142
        Total number of Phantom warrants granted in current period                                                        -
        Total number of Phantom warrants exercised in current period                                                      -
        Total number of Phantom warrants forfeited in current period                                            (2,028,355)
        Total number of Phantom warrants at the end of the period                                               18,710,787


        The range of the exercise prices and the remainder of the contractual period                      RMB 9.40 – 9.43
        for Phantom warrants outstanding at the end of period                                                  4.75 years




                                                             263
                                                                                                                 ADAMA Ltd.
                                                                                                      (Expressed in RMB '000)
Notes to the Financial Statements


XIII.      Share-based Payments - (cont’d)

        The parameters used in implementing the model at the grant date are as follows:
        Stock price (RMB)                                                                                             9.23
        Exercise increment (RMB)                                                                                      9.43
        Expected volatility                                                                                        40.29%
        Risk-free interest rate                                                                                     3.14%
        Economic value as of September 26, 2019 (in thousands RMB)                                                  68,836

        The methods for the determination of the fair value of liabilities arising from
        cash-settled share-based payments related to the alternative plan                    The binomial pricing model
        Accumulated amount of liabilities arising from cash-settled share-based pay-
        ments related to the alternative plan (in thousands RMB)                                                    31,434
        Expenses (income) arising from cash-settled share-based payments in cur-
        rent period related to the alternative plan (in thousands RMB)                                                5,106


XIV.       Other significant items

1.      Segment reporting

        The Company presents its segment reporting based on a format that is based on a breakdown by business
        segments:

         Crop Protection (Agro)
           This is the main area of the Company’s operations and includes the manufacture and marketing of conven-
           tional agrochemical products.
         Intermediates and ingredients

           This field of activity includes a large number of sub-fields, including: Lycopan (an oxidization retardant),
           aromatic products, and other chemicals. It combines all the Company’s activities not included in the Crop
           Protection products segment.
        Segment results reported to the chief operating decision maker include items directly attributable to a segment
        as well as items that can be allocated on a reasonable basis. Unallocated items comprise mainly financing
        expenses, net, gains from changes in fair value, investment income and tax expenses.
        All assets and liabilities that can be attributed to a specific segment were allocated accordingly. Attributed
        assets include: accounts and bills receivables, receivables financing, inventory, fixed assets, right-of-use assets,
        construction in progress, intangible assets, goodwill, non-current trade receivables and long-term equity in-
        vestments. Attributed liabilities include account payables, bill payablesand lease liabilities. All other assets
        and liabilities which are not attributable to a specific segment are presented as unallocated assets and liabilities.




                                                             264
                                                                                                                                                                                        ADAMA Ltd.
                                                                                                                                                                             (Expressed in RMB '000)
Notes to the Financial Statements


XIV.       Other significant items - (cont'd)

1.     Segment reporting - (cont’d)

       Information regarding the results and assets and liabilities of each reportable segment is included below:

                                                    Crop Protection                Intermediates and ingredients          Elimination among segments                         Total
                                                      Year ended                           Year ended                             Year ended                              Year ended
                                                     December 31                          December 31                            December 31                              December 31
                                                     2021             2020               2021                   2020            2021                 2020                2021                2020

         Operating income from external
         customers                              28,046,724       25,757,783          2,991,881              2,687,050                -                       -      31,038,605          28,444,833

         Inter-segment operating income                  -                    -          1,649                  1,519         (1,649)              (1,519)                   -                       -
         Interest in the profit or loss of
         associates and joint ventures                   -           10,841              5,923                  4,743                -                       -           5,923               15,584
         Segment's results                       1,527,239        1,599,829            354,055                149,950                -                       -       1,881,294            1,749,779
         Financial expenses, net                                                                                                                                   (1,939,422)          (1,847,189)
         Gain (loss) from changes in fair
         value                                                                                                                                                       (321,094)             540,698
         Investment income                                                                                                                                             923,024             131,924
         Profit before tax                                                                                                                                             543,802             575,212
         Income tax expense                                                                                                                                            380,489             222,459
         Net profit                                                                                                                                                    163,313             352,753



                                                  Crop Protection                  Intermediates and ingredients        Unallocated assets and liabilities                  Total
                                        December 31          December 31          December 31          December 31      December 31       December 31            December 31        December 31
                                              2021                     2020               2021                   2020             2021              2020                  2021                2020
         Total assets                     39,213,516             36,454,726          2,071,074              2,135,310        8,950,718          8,210,998           50,235,308          46,801,034
         Total liabilities                 6,867,619              5,037,016            282,006                268,972       22,010,600         20,061,131           29,160,225          25,367,119




                                                                                                 265
                                                                                                              ADAMA Ltd.
                                                                                                   (Expressed in RMB '000)
Notes to the Financial Statements


XIV.       Other significant items - (cont'd)

1.     Segment reporting - (cont’d)

       Geographic information

       The following tables sets out information about the geographical segments of the Group’s operating income
       based on the location of customers (sales target) and the Group's non-current assets (including fixed assets,
       right-of-use assets, construction in progress, investment properties intangible assets and goodwill). In the case
       of investment property, fixed assets, right of used assets and construction in progress, the geographical location
       of the assets is based on its physical location. In case of intangible assets and goodwill, the geographical
       location of the company which owns the assets.


                                                                          Operating income from external custom-
                                                                                           ers
                                                                                 Year ended December 31
                                                                                2021                 2020

         Europe                                                                     6,920,884                7,155,152
         North America                                                              5,907,944                5,333,514
         Latin America                                                              8,217,586                7,460,282
         Asia Pacific                                                               5,793,987                4,533,778
         Africa, Middle East and India                                              4,198,204                3,962,107
                                                                                   31,038,605               28,444,833




                                                                                Specified non-current assets
                                                                                December 31          December 31
                                                                                        2021                 2020

         Europe                                                                       962,601                1,039,248
         Latin America                                                              2,227,234                2,122,291
         North America                                                              1,116,510                1,169,812
         Asia Pacific                                                               5,609,749                3,550,785
         Africa, Middle East and India                                             10,713,739               10,489,849
                                                                                   20,629,833               18,371,985


2.     The dependency on major customers

       No single customer's proportion of the total amount of sales is over 10%.




                                                          266
                                                                                                          ADAMA Ltd.
                                                                                               (Expressed in RMB '000)
Notes to the Financial Statements


XIV.       Other significant items - (cont'd)

3.     Calculation of Earnings per share and Diluted earnings per share

                                                                          Amount for the        Amount for the
                                                                          current period        prior period

         Net profit from continuing operations attributable to ordinary
         shareholders                                                             157,397                   352,753



                                                                          Amount for the        Amount for the
         Shares                                                           current period        prior period

         Number of ordinary shares outstanding at the beginning of the
         year                                                               2,329,811,766             2,446,553,582
         Add: weighted average number of ordinary shares issued during
         the year                                                                          -                          -
         Less: weighted average number of ordinary shares repurchased
         during the year                                                                   -           (45,076,938)
         Weighted average number of ordinary shares outstanding at the
         end of the year                                                    2,329,811,766             2,401,476,644




                                                                                 Amount for           Amount for
                                                                                 the current          the prior pe-
                                                                                 period               riod
         Calculated based on net profit attributable to ordinary shareholders
         Basic earnings per share                                                              0.07             0.15
         Diluted earnings per share                                                            N/A              N/A
         Calculated based on net profit from continuing operations attributa-
         ble to ordinary shareholders:
         Basic earnings per share                                                              0.07             0.15
         Diluted earnings per share                                                            N/A              N/A
         Calculated based on net profit from discontinued operations attribut-
         able to ordinary shareholders:
         Basic earnings per share                                                              N/A              N/A
         Diluted earnings per share                                                            N/A              N/A




                                                          267
                                                                                                    ADAMA Ltd.
                                                                                         (Expressed in RMB '000)
Notes to the Financial Statements


XV. Notes to major items in the Company's financial statements

1.     Cash at bank and on hand

                                                                           December 31           December 31
                                                                                  2021                   2020
        Deposits in banks                                                      259,434              1,022,758
        Other cash and bank                                                      6,124                 12,054
                                                                               265,558              1,034,812

       As at December 31, 2021, restricted cash and bank balances was 6,124 thousand RMB (as at December 31,
       2020: 12,054 thousand RMB).

2.     Accounts receivable

       a.    By category

                                                                   December 31, 2021
                                                                        Provision for expected
                                                     Book value              credit losses
                                                                                                     Carrying
                                               Amount    Percentage (%) Amount Percentage (%)         amount

              Account receivables assessed
              individually for impairment       13,879              6    13,879               100              -
              Account receivables assessed
              collectively for impairment      208,125             94        16                  -     208,109
                                               222,004            100    13,895                  6     208,109


                                                                   December 31, 2020
                                                                        Provision for expected
                                                     Book value              credit losses
                                                                                                     Carrying
                                               Amount    Percentage (%) Amount Percentage (%)         amount

              Account receivables assessed
              individually for impairment       13,879              3    13,879               100              -
              Account receivables assessed
              collectively for impairment      387,132             97        15                  -     387,117
                                               401,011            100    13,894                  3     387,117


       b.    Aging analysis
                                                                                     December 31, 2021
             Within 1 year (inclusive)                                                             208,111
             Over 1 year but within 2 years                                                             15
             Over 2 years but within 3 years                                                             1
             Over 3 years but within 4 years                                                             1
             Over 4 years but within 5 years                                                         1,699
             Over 5 years                                                                           12,177
                                                                                                   222,004

                                                         268
                                                                                                             ADAMA Ltd.
                                                                                                  (Expressed in RMB '000)
Notes to the Financial Statements


XV. Notes to major items in the Company's financial statements - (cont'd)

2.     Accounts receivable - (cont'd)

       c.       Addition, written-back and written-off of provision for expected credit losses during the period

                                                                                       Year ended December 31, 2021
             Balance as of January 1                                                                         13,894
             Addition during the year, net                                                                        16
             Write back during the year                                                                         (15)
             Write-off during the year                                                                             -
             Exchange rate effect                                                                                  -
             Balance as of December 31                                                                       13,895


       d.       Five largest accounts receivable at December 31, 2021:

                                                                                       Proportion of    Allowance of
                                                                                        Accounts re-        expected
                                        Name                      Closing balance       ceivable (%)     credit losses
             Party 1 *                                                    152,633                 69                 -
             Party 2                                                       22,851                 10                 -
             Party 3                                                       11,142                  5                 -
             Party 4 *                                                      7,556                  3                 -
             Party 5                                                        4,075                  2                 -
                                                                         198,257                  89                 -

            *      The amounts are intergroup balances with Solutions' subsidiaries.


3.     Receivable financing

                                                                                        December 31     December 31
                                                                                              2021            2020

       Bank acceptance draft                                                                  11,752            25,060
                                                                                              11,752            25,060

       As at December 31, 2021, bank acceptance endorsed but not yet due amounts to 193,436 thousand RMB.




                                                            269
                                                                                                 ADAMA Ltd.
                                                                                      (Expressed in RMB '000)
Notes to the Financial Statements


XV. Notes to major items in the Company's financial statements - (cont'd)

4.     Other Receivables

                                                                       December 31          December 31
                                                                              2021                 2020
      Other receivables                                                     21,496               27,138
                                                                            21,496               27,138

       (1) Other receivables

               a. Other receivables by categories

                                                                            December 31     December 31
                                                                                   2021            2020
                  Other                                                          27,477          32,819
                  Provision for expected credit losses                           (5,981)         (5,681)
                                                                                 21,496          27,138

               b. Other receivables by aging

                                                                                December 31, 2021
                  Within 1 year (inclusive)                                                            679
                  Over 1 year but within 2 years *                                                  12,249
                  Over 2 years but within 3 years                                                        -
                  Over 3 years but within 4 years                                                    9,585
                  Over 4 years but within 5 years                                                        -
                  Over 5 years                                                                       4,964
                                                                                                    27,477

           *     Include intergroup balance with Anpon.




                                                          270
                                                                                                               ADAMA Ltd.
                                                                                                    (Expressed in RMB '000)
Notes to the Financial Statements


XV. Notes to major items in the Company's financial statements - (cont'd)

4.     Other Receivables - (cont'd)

       (2) Other receivables - (cont'd)


              c. Additions, recovery or reversal and written-off of provision for expected credit losses during the
                 period:
                                                                                   Year ended December 31, 2021

                  Balance as of January 1, 2021                                                                    5,681
                  Addition during the period                                                                         415
                  Written back during the period                                                                   (115)
                  Write-off during the period                                                                          -
                  Balance as of December 31, 2021                                                                  5,981



              d. Five largest other receivables at December 31 2021:

                                                                          Proportion of other re-
                               Name                 Closing balance           ceivables (%)         Credit loss provision
                  Party 1 *                                      11,611                       42                       -
                  Party 2                                         9,313                       34                       -
                  Party 3                                         3,125                       11                  3,125
                  Party 4                                           548                        2                    548
                  Party 5                                           543                        2                       -
                                                                 25,140                      91                   3,673

                 *     Intergroup balance with Anpon.




                                                           271
                                                                                                                         ADAMA Ltd.
                                                                                                              (Expressed in RMB '000)
Notes to the Financial Statements


XV. Notes to major items in the Company's financial statements - (cont'd)

5.     Long-term equity investments

                                      December 31, 2021                                       December 31, 2020
                                             Impairment                                              Impairment
                        Amount balance          loss         Book value       Amount balance            loss            Book value

         Invest in
         subsidiaries           17,511,352            -          17,511,352             16,663,212              -          16,663,212
                                17,511,352            -          17,511,352             16,663,212              -          16,663,212



       Investments in subsidiaries

                                                                                                        Current pro- Balance pro-
                                                   Opening                               Closing bal-      vision Im-    vision Im-
                     Invested unit                 balance     Increase   Decrease          ance        pairment loss pairment loss

         ADAMA Agricultural Solutions Ltd.        15,890,213          -             -    15,890,213                 -                -
         Adama Anpon (Jiangsu) Ltd.                  450,449          -             -       450,449                 -                -
         ADAMA Hiufeng (Jiangsu) Co. Ltd.                  -    848,140             -       848,140                 -                -
         Hubei Sanonda Foreign Trade Co.
          Ltd.                                        11,993          -             -         11,993                -                -
         Adama Huifeng (shanghai) Agricul-
          tural Technology Co., Ltd                  310,557          -             -       310,557                 -                -
                                                  16,663,212    848,140             -    17,511,352                 -                -



6.     Operating Income and operating costs

                                             Year ended December 31, 2021                  Year ended December 31, 2020
                                                                Operating                                     Operating
                                              Revenue                 costs                 Revenue                 costs

        Main operations                          1,113,595                888,638                1,463,475               1,149,768
        Other operations                            43,824                 28,236                   52,984                  27,782
                                                 1,157,419                916,874                1,516,459               1,177,550




                                                               272
                                                                                                    ADAMA Ltd.
                                                                                         (Expressed in RMB '000)
Notes to the Financial Statements


XV. Notes to major items in the Company's financial statements - (cont'd)

7.     Notes to items in the cash flow statements


       (1) Other cash received relevant to operating activities

                                                                  Year ended Decem-     Year ended Decem-
                                                                      ber 31, 2021         ber 31, 2020

             Interest income                                                  14,491                   18,382
             Government subsidies                                             15,470                    5,923
             Other                                                            96,426                    6,726
                                                                             126,387                   31,031


       (2) Other cash paid relevant to operating activities

                                                                  Year ended Decem-     Year ended Decem-
                                                                     ber 31, 2021          ber 31, 2020

              Professional services                                           68,104                  114,444
              Transportation and Commissions                                  24,804                   46,601
              Other                                                           15,107                   81,518
                                                                             108,015                  242,563


       (3) Other cash received relevant to financing activities

                                                                  Year ended Decem-     Year ended Decem-
                                                                     ber 31, 2021          ber 31, 2020

             Deposit for issuing bills payables                              12,345                     21,177


       (4) Other cash paid relevant to financing activities:

                                                                  Year ended Decem-     Year ended Decem-
                                                                     ber 31, 2021          ber 31, 2020

             Repurchase of treasury shares                                          -                   60,357
             Deposit for issuing bills payables                                 6,416                    6,174
             Repayment of loan from others                                    171,770                         -
             Other                                                                  -                      440
                                                                              178,186                   66,971




                                                        273
                                                                                                            ADAMA Ltd.
                                                                                                 (Expressed in RMB '000)
Notes to the Financial Statements


XV. Notes to major items in the Company's financial statements - (cont'd)

8.     Supplementary information to cash flow statement

       (1) Reconciliation of net profit to net cash flows generated from operating activities:

                                                                          Year ended December 31
                                                                                2021             2020

        Net profit                                                          )124,938(                (4,725)
        Add: Assets impairment loss                                             9,369                17,655
        Credit impairment loss                                                    301                (4,071)
        Depreciation of fixed assets                                          120,046               144,061
        Depreciation of-right-of use assets                                       754                    449
        Amortization of intangible assets                                      10,418                  5,018
        Loss (gain) on disposal of fixed assets, intangible assets and
        other long-term assets                                               (14,965)               (3,644)
        Losses (gains) from changes in fair value                               6,070                     -
        Financial expenses                                                     31,974                41,827
        Investment loss (income)                                              (1,808)                16,173
        Decrease (increase) in deferred income tax assets                       5,484                25,407
        Decrease (increase) in inventory                                     (88,462)              (49,395)
        Increase in accounts receivable from operating activities            164,507              (146,241)
        Increase in payables from operating activities                       (32,378)             (138,298)
        Net cash flows generated from operating activities                     86,372              (95,784)




       (2) Net increase in cash and cash equivalents


                                                                          Year ended December 31
                                                                                2021             2020

        Closing balance of cash                                               259,434              1,022,758
        Less: Opening balance of cash                                       1,022,758              1,395,994
        Net increase in cash and cash equivalents                           )763,324(              )373,236(




                                                             274
                                                                                                                    ADAMA Ltd.
                                                                                                         (Expressed in RMB '000)
Notes to the Financial Statements


XV.        Notes to major items in the Company's financial statements - (cont'd)

9.     Related parties and related parties transactions

       (1) Information on parent Company

                                                                        Registered
              Company         Registered                              capital (Thou-     Shareholding         Percentage
               name             place        Business nature           sand RMB)          percentage        of voting rights

                                            Production and sales
             Syngenta         Shanghai,    of agrochemicals, fer-
             Group             China       tilizers and GM seeds        11,144,545           78.47%              78.47%

             The ultimate controlling shareholder is Sinochem Holdings .

       (2) Information on the subsidiaries of the Company

             For information about the subsidiaries of the Company, refer to Note VII.1.

       (3) Transactions with related parties

             a.    Transactions of goods and services

                                                                                                 Year ended December 31
                                                                                                        2021       2020
                  Summary of Purchase of goods/services             Related Party Relationship
                  received:
                  Purchase of goods/services received               Common control un-
                                                                    der Sinochem Hold-
                                                                    ings                                1,469           8,536
                                                                    Subsidiary                        136,070          92,475
                  Purchase of fixed assets and other assets         Common control un-
                                                                    der Sinochem Hold-
                                                                    ings                                51,044        310,976
                                                                    Subsidiary                               -          4,752

                  Summary of Sales of goods:

                  Sale of goods                                     Common control under
                                                                    Sinochem Holdings                    1,082         32,809
                  Sale of goods                                     Associated enterprises
                  Sale of goods                                     Subsidiary                        552,023         923,077
                  Rendering of services                             Subsidiary                          6,167           8,791




                                                              275
                                                                                                            ADAMA Ltd.
                                                                                                 (Expressed in RMB '000)
Notes to the Financial Statements


XV.        Notes to major items in the Company's financial statements - (cont'd)

9.     Transactions and balances with related parties - (cont'd)

       (3) Transactions with related parties - (cont'd)

               b.    Guarantees

                     The Company as the guarantor

                                                     Amount of          Inception         Maturity         Guaranty
                                                    guaranteed            date of           date of        completed
                                                          loan          guaranty          guaranty            (Y/ N)

                     Subsidiary                         30,000       21/07/2020         21/01/2021                  Y
                                                        18,000       19/08/2020         19/02/2021                  Y
                                                        30,000       01/09/2020         17/08/2021                  Y
                                                        50,000       20/07/2020         14/07/2021                  Y
                                                        30,000       19/05/2020         18/05/2021                  Y
                                                        20,000       22/12/2020         16/12/2021                  Y
                                                        50,000       16/12/2020         15/12/2021                  Y
                                                        50,000       14/12/2020         13/12/2021                  Y
                                                        50,000       29/06/2020         27/06/2021                  Y
                                                        20,438       30/10/2020         30/04/2021                  Y
                                                        14,004       17/12/2020         17/06/2021                  Y
                                                        40,000       01/12/2021         28/11/2024                  N
                                                        59,500       27/04/2021         26/04/2022                  N
                                                        33,000       16/12/2021         15/12/2022                  N
                                                        30,000       26/02/2021         24/02/2022                  N
                                                        30,000       25/06/2021         24/06/2022                  N
                                                        45,000       21/05/2021         18/05/2022                  N
                                                        40,000       18/03/2021         17/03/2022                  N
                                                       100,000       19/07/2021         10/07/2022                  N
                                                        20,000       05/11/2021         04/05/2022                  N
                                                        33,000       05/11/2021         03/05/2022                  N


                     The Company as the guarantee receiver

                                                       Amount of    Inception date   Maturity date    Guaranty com-
                      Guarantee provider          guaranteed loan      of guaranty    of guaranty      pleted (Y / N)
           Parent company                                 343,000     21/04/2021       20/04/2028                    N
                                                           72,886     01/06/2021       31/05/2028                    N

           *        During the year, the Company paid a guarantee fee amounting to 141 thousand RMB (2020: nil) to
                    the parent company




                                                           276
                                                                                                            ADAMA Ltd.
                                                                                                 (Expressed in RMB '000)
Notes to the Financial Statements


XV.        Notes to major items in the Company's financial statements - (cont'd)

9.     Transactions and balances with related parties - (cont'd)

       (3) Transactions with related parties - (cont'd)

             c.      Receivables from and payables to related parties (including loans)

                     Receivable Items
                                                                            December 31               December 31
                                                                                   2021                      2020
                                                                               Expected                  Expected
                                         Related Party Relation-       Book     credit           Book     credit
                    Items                ship                         Balance   losses          Balance   losses

                    Trade receivables    Subsidiary                    160,190            -     344,436               -
                    Other non-current
                    assets               Subsidiary                    150,000            -     212,771               -
                    Other receivables    Subsidiary                     11,611            -      11,744               -
                                         Common control under
                    Prepayments          Sinochem Holding               10,000            -               -           -
                    Other non-current    Common control under
                    assets               Sinochem Holding                     84          -               -           -

                     Payable Items
                                                                                              December        December
                                                                                                    31              31
                    Items                        Related Party Relationship                       2021            2020

                    Trade payables               Subsidiary                                         71
                                                 Common control under Sinochem
                    Trade payables               Holdings                                        52,075         127,082
                    Other payables               Subsidiary                                     241,049         143,840
                                                 Common control under Sinochem
                                                 Holdings                                          249             108
                                                 Associated enterprises under Sinochem
                    Contract liability           Holdings                                             -            340
                    Other non-current liabili-
                    ties due within one year     Common control under Sinochem
                    *                            Holdings                                             -          28,000
                    Other non-current liabili-   Common control under Sinochem
                    ties*                        Holdings                                             -         143,770


                     * loans from related party, the interest expense for the year ended December 31, 2021 was 2,865
                       thousand RMB (2,096 thoussand RMB in 2020). The loan was fully repaid during 2021.

             d.    Other related party transactions
                   The closing balance of bank deposit in ChemChina Finance Corporation was 189,978 thousand RMB
                   (31.12.20: 170,210 thousand RMB). Interest income of bank deposit for the current period was 1,019
                   thousand RMB (amount for the year ended December 31, 2020 is 776 thousand RMB).
                   The closing balance of a loan received from ChemChina Finance corporation was 0 thousand RMB
                   (31.12.20: 0 thousand RMB). Interest expense in the current period was 0 thousand RMB (amount
                   for the year ended ended December 31, 2020 is 370 thousand RMB).
                                                           277
ADAMA Ltd                                                                             Annual Report 2021


Supplementary information
(Expressed in RMB '000)

1.   Extraordinary Gain and Loss

                                                                                                Year ended
                                                                                             December 31, 2021

     Disposal of non-current assets                                                                             846
     Government grants recognized through profit or loss                                                     38,543
     Recovery or reversal of expected credit losses which is assessed individually during
     the years                                                                                                32,487
     Other non-operating income or expenses other than the above                                              12,503
     Other profit or loss that meets the definition of non-recurring profit or loss                           13,191
     Tax effect                                                                                             (18,026)
                                                                                                             79,544

     Note 1: Extraordinary gain and loss items listed above are presented in the amount before taxation

2.   Return on net assets and earnings per share (“EPS”)

     The information of Return on net assets and EPS is in accordance with the Preparation Rules for Infor-
     mation Disclosure by Companies Offering Securities to the Public No. 9 – Calculation and Disclosure of
     Return on net assets and Earnings per share (2010 Amendment) issued by China Securities Regulatory
     Commission.

                                                     Weighted average
                                                   rate of return on net         Basic EPS           Diluted EPS
     Profit during the reporting period                           assets       (RMB/share)          (RMB/share)
     Net profit attributable to ordinary
       shareholders of the Company                          0.74                   0.07                    N/A
     Net profit after deduction of extraordinary
       gains/losses attributable to ordinary
       shareholders of the Company                          0.37                   0.03                    N/A




                                                                             ADAMA Ltd.

                                                               Legal Representative: Ignacio Dominguez

                                                                           March 29, 2022




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