Stock Code: 000553(200553) Stock Abbreviation: ADAMA A (B) NO. 2019-12
ADAMA Ltd.
Notice of the 1st Interim Shareholders Meeting in
2019
The Company and all members of its board of directors hereby guarantee that the
contents of information disclosure are true, accurate, complete and without any
false record, misleading statements or major omissions.
I. Basic Information of the Meeting
1. This is the 1st Interim Shareholders Meeting of 2019.
2. Convener: Board of Directors. The Company passed a proposal on calling for the
1st Interim Shareholders Meeting of 2019 on the 11th Meeting of the 8th Session of the
Board of the Company on February 21, 2019.
3. The meeting is in line with the relevant laws, administrative regulations, regulatory
documents and relevant provisions of the Articles of Association.
4. Way of the meeting: shareholders can vote through on-site voting and online
voting.
For each share, either on-site voting or online voting can be used. If repeated voting
by the same share occurs, the first voting result shall prevail.
5. Time of the Meeting:
(1) On-site meeting: starts at 14:30 on March 11, 2019.
(2) Online voting: the online voting via trading system of Shenzhen Stock Exchange
will be from 9:30 a.m. to 11:30 a.m. and from 1:00 p.m. to 3:00 p.m. on March 11,
2019; the online voting via online voting system of Shenzhen Stock Exchange will be
any time from 3:00 p.m. on March 10, 2019 to 3:00 p.m. on March 11, 2019.
1
6. Record day of the meeting: March 4, 2019
For B-share shareholders, they can vote only if they purchase the Company’s shares
on February 27, 2019 or before.
7. Attendance:
(1) All shareholders of the Company whose names appear on the registry of the
Shenzhen Branch of China Securities Depository and Clearing Corporation Limited
on the closing of the trading market on the record day are entitled to attend the
meeting. Shareholders may also appoint proxies in writing to attend and vote. The
proxies can be non-shareholders.
Shareholders China National Agrochemical Co., Ltd. and Jingzhou Sanonda Holdings
Co., Ltd. are related parties of the Company and shall refrain from the voting.
(2) Directors, supervisors and senior executives of the Company;
(3) Attorney engaged by the Company;
(4) Other invitees invited by the convenor.
8. Location:
6F A7 Building, No.10, Chaoyang Park Sough Road, Beijing, Chaoyang, China
II. Proposal
1. Proposal on the Expected Related Party Transactions in the Ordinary Course of
Business in 2019
The above proposals were passed by the 11th meetings of the 8th session of the Board
of Directors. Please see the announcements published on www.cninfo.com.cn on
February 22, 2019.
The proposal is on related party transactions. As the related parties, China National
Agrochemical Co., Ltd. and Jingzhou Sanonda Holdings Co., Ltd. will refrain from
voting.
The voting of Mid-small shareholders shall be counted separately and disclosed.
2
公司对上述议案按照相关规定实施中小股东单独计票并披露投票结果。
III. Proposal Code
Table 1: coding list of the shareholders’ meeting proposals
Note
The proposal
NO. Proposals with a “√”
in this
column can
be voted
All proposals: except the non-cumulative voting
100 proposals √
Non-cumula
tive Voting
Proposals
Proposal on the Expected Related Party
1.00 Transactions in the Ordinary Course of Business √
in 2019
IV. Registration of the on-site Meeting
1. Way of Registration:
(1) for individual shareholders attending the meeting, personal ID card and
shareholding certificates are needed; while attending the meeting by proxy, the
attendant must hold the ID copy of the client, power of attorney, shareholding
certificate along with ID of the proxy;
(2) for legal representatives of legal person shareholders attending the meeting, the
copy of business license, certificate of identity of the legal representative and
shareholding certificates are necessary; while attending the meeting by proxy, the
attendant must hold the copy of the business license, certificate of identity of the legal
representative, power of attorney, shareholding certificates along with ID of the
proxy;
3
(3) shareholders from other locations can register via mail or fax before 16:30 on
March 8, 2019. Please confirm by telephone after sending the mail or fax.
Registration through telephone is not accepted.
2. Date: 8:30-16:30(during the working days), from March 7 to March 8, 2019.
3. Place:
Office of the Listco, 6/F, No.7 Office Building, No.10 Courtyard, Chaoyang Park
South Road, Chaoyang District, Beijing, China.
4. Contact：
Contact Person: Wang Zhujun, Guo Zhi
Telephone: (010) 56718110 Fax: (010)59246173
Address: 6/F, No.7 Office Building, No.10 Courtyard, Chaoyang Park South Road,
Chaoyang District, Beijing, China.
Post code: 100026
5. The on-site meeting will last for half of a day, the transportation and boarding
expenses for attendance shall be borne by the participants themselves
V. Operation Process of Online Voting:
In the shareholders’ meeting, shareholders can participate in voting through the
trading system and online voting system (http://wltp.cninfo.com.cn) of Shenzhen
Stock Exchange. For more details, please refer to the attachment 1.
VI. Documents available for reference
1. The Resolutions of the 11th Meeting of the 8th Session of the Board of the Directors;
2. Other documents required by Shenzhen Stock Exchange.
Board of Directors
4
February 21, 2019
5
Attachment 1
The Operation Process of Online Voting
I. Online voting procedure
1. Voting code and abbreviation: Voting code “360553”; abbreviation “ADAMA
voting”
2. Vote
For non-cumulative voting proposals, shareholders shall vote among: For, Against,
and Waive.
II. Vote via Shenzhen Stock Exchange Trading Program
1. Voting time: 9:30-11:30 and 13:00-15:00 on March 11, 2019.
2. Shareholders can enter into the trading system to vote.
III. Vote via Shenzhen Stock Exchange Online Voting System
1. The online voting system shall be used from 3:00 p.m. on March 10, 2019 (one
day before the shareholders’ meeting) to 3:00 p.m. on March 11, 2019 (same with the
ending day of the shareholders meeting).
2. Shareholders voting through online voting system shall obtain Shenzhen Digital
Certificate or Shenzhen Investor Service password in accordance with the Guidelines
of Shenzhen stock exchange Investor Network Identity Authentication Service
Business (April 2016) to provide of identity authentication. For detailed
authentication process, please log into the online voting system
http://wltp.cninfo.com.cn.
3. Shareholders can log into http://wltp.cninfo.com.cn with the Shenzhen Digital
Certificate or Shenzhen Investor Service to vote within the time period required by
the Shenzhen Stock Exchange online voting system.
6
Attachment 2
Power of attorney
I hereby authorize Mr./Ms._________ to attend and vote in the 1st Interim
Shareholders Meeting of ADAMA Ltd. on March 11, 2019. The voting opinion is as
followed:
Note Voting Opinions
NO. Proposals
For Against Waived
All proposals: except the
non-cumulative voting
100 √
proposals
Non-cumulative
Voting Proposals
Proposal on the Expected
Related Party Transactions in
1.00 the Ordinary Course of √
Business in 2019
（Note：For non-cumulative voting, Choose “√” if you vote for the resolution ,
“×” if you vote against the resolution, “〇” if you waive; For cumulative
voting, please fill in the number of the votes for the candidates.）
Consigor:
ID card or business license number:
Shareholding account: Type and amount of shareholding:
Consignee: ID card number:
Delegation date:
7
This power of attorney shall come into effect from the date of issuance and shall
invalid while the above mentioned Meeting ends.
8
