ADAMA Ltd.
Special Report on Amounts due from the
Controlling Shareholder and Other Related Parties
For the year ended December 31, 2018
Note: The Special Report on Amounts due from the Controlling Shareholder and Other Related Parties
will be issued in Chinese. This special explanation is English translation prepared for the Company's
management review purpose only and cannot be provided to third parties for other purpose. If there is any
conflict between the Chinese and English version, the Chinese version shall prevail.
Special Report on Amounts due from the Controlling Shareholder and Other Related Parties
for the Year For the year ended December 31, 2018 of
ADAMA Ltd.
De Shi Bao (Han) Zi (19) No. Q00367
To the Board of Directors of ADAMA Ltd.:
We are entrusted to audit the financial statements of ADAMA Ltd. ((Former name: Hubei Sanonda
Co., Ltd., hereinafter referred to as "ADAMA"), which comprise consolidated and the Company's
balance sheets as at 31 December 2018, and consolidated and the Company's income statements,
consolidated and the Company's statements of changes in shareholders' equity and consolidated and
the Company's cash flow statements for the year then ended (hereinafter referred to as the Company's
financial statements) for the year 2018, and have issued the auditor's report with unqualified opinion
(De Shi Bao (Shen) Zi (19) No. P01527) on March 19, 2019.
ADAMA has prepared the accompanying summary statement of amounts due from the controlling
shareholder and other related parties for the year 2018 (hereinafter referred to as the "summary
statement") in accordance with the Notice of the China Securities Regulatory Commission and the
State-Owned Assets Supervision and Administration Commission of the State Council on Several
Issues concerning Regulating Fund Transactions between Listed Companies and Their Affiliates and
the External Guarantee of Listed Companies (Zheng Jian Fa[2017]No.16).
The management of ADAMA is responsible for the faithful preparation and disclosure of the
summary statement that give a true, legal and complete view. We have compared the summary
statement and the accounting information reviewed by us in the audit of ADAMA's financial
statements for the year 2018 along with the audited financial statements, and found that no
discrepancies, in all material aspects, were identified. We have not performed additional audit
procedures against the information stated in the summary statement except those relevant to the
related party transactions in the audit of ADAMA's financial statements for the year 2018 in
accordance with China Standards on Auditing.
The accompanying summary statement shall be read with the audited financial statements as a whole
for a better understanding of ADAMA's amount due form the controlling shareholders and other
related parties for the year 2018.
The explanation is used for the presentation of amount due from the controlling shareholders and
other related parties for the year 2018 to the securities regulator only, and for no other purpose.
Deloitte Touche Tohmatsu CPA LLP
Shanghai, China
March 19, 2019
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ADAMA Ltd.
Summary Statement of Amounts due from the Controlling Shareholder and Other Related Parties
for the Year 2018 of ADAMA Ltd.
Unit: RMB’000
Addition
Interest arising
Opening amount in 2018 Closing
Non-operating fund from the principle The Nature of
Relation between Balance of (exclude Balance of
flows/transaction and Name of balance of amount repayment Reason of fund the fund
Name of Related Party Related Party and the Amount Due interest arising Amount Due
corresponding balances due Account due from related amount in flows /transactions flows
Listed Company from related from the from related
from related parties parties in 2018 2018 /transaction
party principle party
(If applicable)
balance)
Present controlling
Shareholder and its affiliated - - - - - - - - - -
entities
sub-total - - - - - - - - - -
Former controlling
Shareholder and its affiliated - - - - - - - - - -
entities
sub-total - - - - - - - - - -
Total - - - - - - - - - -
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ADAMA Ltd.
Summary Statement of Amounts due from the Controlling Shareholder and Other Related Parties
for the Year 2018 of ADAMA Ltd. – (cont’d)
Unit: RMB’000
Addition Interest arising The repayment
Opening Closing
Other fund amount in 2018 from the principle amount in
Relation between Balance of Balance of Nature of the
flows/transaction and Name of (exclude interest balance of amount 2018 and Reason of fund
Name of Related Party Related Party and the Amount Amount Due fund flows
corresponding balances due Account arising from the due from related currency flows /transactions
Listed Company Due from from related /transaction
from related parties principle parties in 2018 translation
related party party
balance) (If applicable) adjustments
Legal person controlled
ChemChina Finance Cash at bank
by controlling 155,700 259,729 1,651 121,419 295,661 Deposit Operational
Corporation and on hand
shareholder
Legal person controlled
Syngenta AG and its Accounts
by controlling 28,565 397,335 - 386,480 39,420 Sales of goods Operational
subsidiaries (Note 1) receivable
shareholder
Legal person controlled
Other Transaction costs of
Syngenta AG (Note 2) by controlling 16,838 26,426 - 8,831 34,433 Operational
receivables the divestment
shareholder
Legal person controlled Rendering of
Jiangsu Anpon Other
Controlling Shareholder and by controlling 5,942 22,374 - 11,190 17,126 management & Operational
Electrochemical Co., Ltd receivables
its affiliated entities (present shareholder consulting services
and former) Bluestar Engineering Co.,
Legal person controlled
Ltd. (Former name: Prepayment for
by controlling Prepayment 12,357 44,837 - 56,896 298 Operational
Haohua Engineering Co., goods and services
shareholder
Ltd.)
Anhui Provincial Legal person controlled
Accounts
Petrochemical Group Co., by controlling - 197 - 197 - Sales of goods Operational
receivable
Ltd. (Headquarter) shareholder
Legal person controlled
Anhui Kelihua Chemical Accounts
by controlling - 1,697 - 1,697 - Sales of goods Operational
Co., Ltd. receivable
shareholder
Sub-total 219,402 752,595 1,651 586,710 386,938
Listed company's subsidiaries
- - - - - - - - - -
and its affiliated entities
Related natural person and its
- - - - - - - - - -
legal person in control
Alfa Agricultural Long term loan to Non-
Other related parties and its Joint venture Other assets 7,514 29 - - 7,543
Supplies S.A. (Note) others Operational
affiliated entities
Sub-total 7,514 29 - - 7,543
Total 226,916 752,624 1,651 586,710 394,481
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ADAMA Ltd.
Note 1: The accounts receivable due to sales of goods to Syngenta AG and its subsidiaries, including Syngenta Crop Protection AG, Syngenta Supply AG,
Syngenta Espana S.A., Syngenta Italia S.p.A., and Syngenta Agro, S.A. DE C.V.
Note 2: In 2017, ADAMA Agricultural Solutions Ltd and Syngenta AG, which are both under the common control of the ultimate holding company entered into
agreements with Nufarm Limited for the divestment of several of their products in Europe. According to the agreement, transaction costs will be
ultimately borne by Syngenta AG after the transaction is completed.
Legal representative Chief of accounting work Chief of accounting organ
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