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公司公告

安道麦B:2020年第二次临时股东大会决议公告(英文版)2020-04-10  

						Stock Code: 000553(200553)      Stock Abbreviation: ADAMA A(B)       Announcement No. 2020-20




                                    ADAMA Ltd.
     Announcement of the Resolutions of the 2nd Interim
                        Shareholders Meeting in 2020

       The Company and all members of its board of directors hereby confirm that all
       information disclosed herein is true, accurate and complete with no false or
       misleading statement or material omission.
       本公司及董事会全体成员保证信息披露的内容真实、准确、完整,没有虚假
       记载、误导性陈述或重大遗漏。



  I. Important Notice

  1. No proposal was vetoed at the meeting.

  2. The meeting didn’t change any resolution made by the previous shareholders
     meetings.

  II. Holding of the Meeting

  1. Time of the On-site Meeting: starts at 14:30 on April 9, 2020

  2. Venue: 6F A7 Building, No.10, Chaoyang Park South Road, Chaoyang District,
  Beijing

  3. Nature of Meeting: Combination of on-site voting and online voting

  4. Convener: The Board of Directors of the Company

  5. Host: Chairman Yang Xingqiang



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6. Time/Date of Online Voting:

Online voting: online voting via the trading system of Shenzhen Stock Exchange took
place 9:30 a.m. to 11:30 a.m. and from 1:00 p.m. to 3:00 p.m. on April 9, 2020; online
voting via the online voting system of the Shenzhen Stock Exchange took place any time
from 9:15 a.m. to 3:00 p.m. on April 9, 2020.

7. The convening and holding procedures comply with the Company Law, Rules of
Listing of Shenzhen Stock Exchange and other laws and regulations, as well as the
Articles of Association of the Company.

III. Attendance in the Meeting

1. Attendance of Shareholders

19 shareholders participated in the on-site meeting or via online voting system,
representing 1,919,605,399 shares, accounting for 78.4616% of the Company’s total
shares. Among them, 6 shareholders participated in the on-site meeting, representing
1,823,827 shares, accounting for 0.0745% of the Company’s total shares and 13
shareholders participated via online voting system, representing 1,917,781,572 shares,
accounting for 78.3871% of the Company’s total shares.

2. Attendance of B-share Shareholders

5 B-share shareholders participated in the on-site meeting or via online voting system,
representing 908,727 shares, accounting for 0.5440%of the Company’s total B shares.
Among them, 5 shareholders participated in the on-site meeting, representing 908,727
shares, accounting for 0.5440%of the Company’s total B shares and 0 shareholders
participated via online voting system, representing 0 shares, accounting for 0.0000%of
the Company’s total B shares.

3. Attendance of Mid-small Shareholders

18 Mid-small shareholders participated in the on-site meeting or via online voting system,
representing 108,722,360 shares, accounting for 4.4439%of the Company’s total shares.
Among them, 6 shareholders participated in the on-site meeting, representing 1,823,827
shares, accounting for 0.0745%of the Company’s total shares and 12         shareholders


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participated via online voting system, representing 106,898,533 shares, accounting for
4.3694% of the Company’s total shares.

Directors, supervisors and some senior executives of the Company, as well as the lawyers
engaged by the Company as witnesses attended the meeting.

IV. Deliberation and Voting on the Proposals

The following proposals were voted at the meeting by means of online and on-site voting:

1. Proposal on Nominations of Non-Independent Directors of the 8th Session of the
   Board of Directors

The proposal is voted by cumulative voting, in which each non- independent director is
voted separately.

1.01 Elect Mr. Erik Fyrwald as a director of the 8th session of Board of Directors

 (1) Voting Summary:

1,914,335,947 shares for it, accounting for 99.7255%of all the shares held by the
participating shareholders. Among them:

 (i) Voting Summary of B-share Shareholders:

908,727 shares for it, accounting for 100.0000% of all the shares held by the participating
B-share shareholders.

 (ii) Voting Summary of Mid-small Shareholders:

103,452,908 shares for it, accounting for 95.1533% of all the shares held by the
participating Mid-small shareholders.

 (2) Voting Result: As a general resolution, this sub-proposal has been approved with
more than 50% of the total number of shares held by the participating shareholders. Mr.
Erik Fyrwald is elected as a director of the 8th session of Board of Directors.

1.02 Elect Mr. Chen Lichtenstein as a director of the 8th session of Board of Directors


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 (1) Voting Summary:

1,864,402,253 shares for it, accounting for 97.1242%of all the shares held by the
participating shareholders. Among them:

 (i) Voting Summary of B-share Shareholders:

908,727 shares for it, accounting for 100.0000% of all the shares held by the participating
B-share shareholders.

 (ii) Voting Summary of Mid-small Shareholders:

53,519,214 shares for it, accounting for 49.2256% of all the shares held by the
participating Mid-small shareholders.

 (2) Voting Result: As a general resolution, this sub-proposal has been approved with
more than 50% of the total number of shares held by the participating shareholders. Mr.
Chen Lichtenstein is elected as a director of the 8th session of Board of Directors.

The above proposal was in the amended announcement disclosed on the website of
Juchao Information (http://www.cninfo.com.cn) on March 26, 2020.

V. Legal Opinion

1. Name of the law firm: King & Wood Mallesons, Beijing

2. Names of the lawyers: Zhou Ning, Kang Yachen

3. Conclusive opinion:

In the lawyers’ opinion, the convening and holding procedures comply with the Company
Law, Rules for the Shareholders’ Meetings of Listed Companies, Notice of the Shenzhen
Stock Exchange on Issuing the Detailed Implementing Rules of the Shenzhen Stock
Exchange for Online Voting at Shareholders’ Meetings of Listed Companies and other
applicable laws and regulations, as well as the Articles of Association of the Company;
the qualification of the convener and attendees are legitimate and valid; the voting
procedures and voting results of the meeting are legitimate and valid.



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VI. Docume nts for Reference

1. Resolutions of the 2nd Interim Shareholders Meeting;

2. Legal Opinion on the Witnessing of the Shareholders Meeting.

This announcement is hereby made.




                                                The Board of Directors of ADAMA Ltd.

                                                                       April 10, 2020




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