安道麦B:关于控股股东国有股份划转完成过户登记的公告(英文版)2020-06-17
Stock Code: 000553(200553) Stock Abbreviation: ADAMA A(B) Announcement No. 2020-33
ADAMA Ltd.
Announcement on the Completion of the Registration of
the Transfer of State-owned Shares held by the
Controlling Shareholder
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.
On January 6, 2020, ADAMA Ltd. (hereinafter referred to as the “Company”) disclosed
the Announcement on the Transfer of State-owned Shares of Controlling Shareholder
(Announcement No.2020-1) on the website of Juchao Information
(http://www.cninfo.com.cn), according to which China National Agrochemical Co., Ltd
(hereinafter referred to as “CNAC”) intends to transfer the shares of the Company
directly held by it, representing 74.02% of the share capital of the Company, to Syngenta
Group Co., Ltd. (previously named ChemChina (Shanghai) Agricultural Science and
Technology Co., Ltd., and hereinafter referred to as “Syngenta Group”) free of charge.
On March 12, 2020, the Company received a notice from Syngenta Group, according to
which Syngenta Group had received an Approval on a Waiver of a Mandatory Tender
Offer Obligation Relating to the Share Transfer Implemented by the Syngenta Group Co.,
Ltd (CSRC License [2020] No.351) from China Securities Regulatory Commission. For
detailed information, please refer to the Announcement on Approval from China
Securities Regulatory Commission for the Application of Offeror and its Person Acting in
Concert for Waiving of the Obligation of a Mandatory Tender Offer for the Transfer
(Announcement No.2020-12).
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On June 16, 2020, Syngenta Group forwarded to the Company the Shares Registration
Confirmation Letter issued by China Securities Depository and Clearing Corporation
Limited, approving that the registration procedures for the above transferred shares have
been completed, and the 1,810,883,039 shares directly held by CNAC subject to trading
moratorium (accounting for 74.02% of the Company’s total share capital) have been
transferred to Syngenta Group.
After the completion of the share transfer, Syngenta Group directly holds 1,810,883,039
shares of the Company, accounting for 74.02% of the Company’s total share capital,
becoming the direct controlling shareholder of the Company. The shareholding status of
the person acting in concert with Syngenta Group, namely Jingzhou Sanonda Holding
Co., Ltd., who owns 119,687,202 shares of the Company representing 4.89% of the
Company’s share capital and is indirectly owned by CNAC, remains unchanged. CNAC
no longer directly holds the Company’s shares, but as both Syngenta Group as well as
Jingzhou Sanonda Holding Co., Ltd. are both owned by CNAC, the Company’s ultimate
controlling shareholder has not changed and remains the State-owned Assets Supervision
and Administration Commission of the State Council.
It is hereby announced.
The Board of Directors of ADAMA Ltd.
June 17, 2020
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