安道麦B:独立董事对相关事项的独立意见(英文版)2019-10-31
ADAMA Ltd.
Independent Opinions of the Independent Directors
on the Relevant Issues
In accordance with the Company Law of the People’s Republic of China, Guidance on
Establishing the Independent Director System in Listed Companies, and other laws,
regulations and normative documents, as well as the Articles of Association and
Independent Director System, we, as the independent directors of ADAMA
Ltd.(hereinafter referred to as “Company”), give our independent opinions on the
relevant matters of the Board of Directors from the standpoint of independent
judgment:
1. Independent Opinions on Signing an Extended Agreement for Engineering,
Procure ment and Construction with BlueStar Engineering Co., Ltd.
The Agreement for Engineering, Procurement and Construction with BlueStar
Engineering Co., Ltd. is based on the needs of the projects construction of the
Company and is normal business operations. The Transaction conforms to
relevant national laws and regulations, as applicable, and market-oriented
principles, and will not influence the independence of the Company or damage the
interests of the Company and its other shareholders. The decision-making
procedures for the Transaction conform to the Company Law, the Rules of
Shenzhen Stock Exchange for the Listing of Stocks, the Articles of Association of
the Company and other laws and regulations. Therefore, the independent directors
approved the Transaction
2. Independent Opinion on the Investment in Derivative Financial Instruments
and Related Risk Controls
1
The derivative investments carried by the Company are for hedging and avoiding
the risk of market fluctuations. The investments respond to the Company’s routine
business demands and are in accordance with the relevant laws and regulations.
Additionally, the Company has adopted Currency Risk Hedging Policy to
strengthen the risk management and control which benefit the Company’s ability
to protect against market risk. The derivative investments do not harm the interest
of the Company and its shareholders.
2
(The signature page of Independent Opinion on the Relevant Issues)
Independent Director Signature:
__________________ ___________________
Tang Yunwei Xi Zhen
October 30, 2019
3