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安道麦B:关于为全资子公司提供担保的公告(英文版)2021-04-29  

                          Stock Code: 000553(200553)       Stock Abbreviation: ADAMA A (B) NO. 2021-14




                                   ADAMA Ltd.
 Announcement on Providing Guarantees in favor of two
            Wholly-owned Subsidiaries

The Company and all members of the Company’s Board of Directors confirm that all
information disclosed herein is true, accurate and complete, with no false or misleading
statement or material omission.



I.Overview

On December 21, 2020, the 30th Meeting of the 8th Session of the Board of Directors of
ADAMA Ltd. (hereinafter referred to as “the Company”) approved a Proposal on Providing
Guarantees in Favor of a Wholly-owned Subsidiary, according to which the Company shall
provide joint liability guarantees in favor of certain financing banks that are to provide
annual loans to the Company’s wholly-owned subsidiary, ADAMA Anpon (Jiangsu) Ltd.
(hereinafter referred to as "Anpon"). For details, please refer to the Announcement published
by the Company on the website www.cninfo.com.cn (Announcement No. 2020-72).

Based on the actual needs of Anpon, the Company intends to slightly increase the
guaranteed amounts with regard to two of the loans mentioned in the above announcement.

Additionally, in order to meet the daily operation and business development needs of Hubei
Sanonda Foreign Trade Co., Ltd. (hereinafter referred to as “Foreign Trade Company”), a
wholly-owned subsidiary of the Company, the Company intends to provide joint liability
guarantees in favor of the financing bank that is to provide credit line to Foreign Trade
Company. Under this guarantee, the Company will guarantee Foreign Trade Company’s
repayment of such loan up to a total amount not exceeding RMB 150 million.

According to the Listing Rules of the Shenzhen Stock Exchange, the 33rd meeting of the 8th
session of the Board of Directors of the Company approved the Proposal on Providing
Guarantees in favor of two Wholly-owned Subsidiaries. The decision to provide such
guarantees is within the rights of the Board of Directors. No additional approval for the
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aforesaid guarantees is required from the shareholders of the Company.

II. Basic Information of the Warrantees

1. Basic Information of Anpon

Name of the Warrantee: ADAMA Anpon (Jiangsu) Ltd.

Established Date: November 25, 1998

Registered Address: No. 30, Huagong Road, Huai’an City

Legal Representative: Jiang Yutian

Registered Capital: RMB 251,380,000

Business Scope: Manufacture and sale of chemical products

Relationship with the Company: The Company’s wholly owned subsidiary.

Credit status: After searching on the website of disclosure of enforcement information of
China, Anpon is not a dishonest person subject to judicial enforcement.

The most recent financial situation of the Warrantee is as follows:

                                                                          Unit: ’0000 RMB

                             At Mar 31 2021                    At Dec 31,2020
                             (unaudited)                    (audited)
Total Assets                 153,088.35                     131,581.11
Total Liabilities            101,888.88                     84,714.07
Bank Loans                   47,826.05                      28,000.00
Other Current Liabilities    -                              -
Contingency                  -                              -
Net Assets                   51,199.46                      46,867.04
                             January to       March    2021 2020
                             (unaudited)                    (audited)
Revenue                      44,981.94                      199,834.59
Total Profit                 5,085.57                       16,636.35
Net Profit                   4,321.43                       15,402.76


2. Basic Information of Foreign Trade Company

Name of the Warrantee: Hubei Sanonda Foreign Trade Co., Ltd.

Established Date: July 29, 1998

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Registered Address: No.1, Beijing Donglu Road, Jingzhou City, Hubei Province.

Legal Representative: Dong Jiahui

Registered Capital: RMB 10,000,000

Business Scope: Import and export business.

Relationship with the Company: The Company’s wholly owned subsidiary.

Credit status: After searching on the website of disclosure of enforcement information of
China, Foreign Trade Company is not a dishonest person subject to judicial enforcement.

The most recent financial situation of the Warrantee is as follows:

                                                                           Unit: ’0000 RMB

                                     At Mar 31, 2021                  At Dec 31,2020
                                     (unaudited)                  (audited)
Total Assets                         25,128.00                    54,641.25
Total Liabilities                    14,067.13                    44,249.35
Bank Loans                           -                            -
Other Current Liabilities            -                            -
Contingency                          -                            -
Net Assets                           11,060.88                    10,391.89
                                     January to     March    2021 2020
                                     (unaudited)                  (audited)
Revenue                              9,553.79                     47,460.59
Total Profit                         888.94                       2,688.04
Net Profit                           668.98                       2,016.00


III.Main Contents of the Guarantees

1. According to the Proposal on Providing Guarantees in Favor of a Wholly-owned
Subsidiary approved by the 30th Meeting of the 8th Session of the Board of Directors, the
Company provides joint liability guarantees in favor of certain financing banks that are to
provide annual loans to Anpon. In light of the actual needs of Anpon, the Board approves to
slightly increase the guaranteed amounts with regard to the loans mentioned in the above
announcement. The details are as follows.

                  Current                                         Amended
The Company intends to provide joint The Company intends to provide joint
liability guarantees for the below loans of liability guarantees for the below loans of

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Anpon which will not exceed a period of one Anpon which will not exceed a period of one
year:                                               year:
Loan for working capital which will not             Loan for working capital which will not
exceed RMB 80 million in 2021 to be                 exceed RMB 100 million in 2021 to be
provided by Huai’an Qingpu Branch of               provided by Huai’an Qingpu Branch of
China Construction Bank                             China Construction Bank
The Company intends to provide joint                The Company intends to provide joint
liability guarantees for the project loans of       liability guarantees for the project loans of
Anpon detailed below:                               Anpon detailed below:
Project loan which will not exceed RMB 60           Project loan which will not exceed RMB 42
million to be provided by Huai’an                  million to be provided by Huai’an Rural
Qing Jiangpu Branch of Agricultural Bank            Commercial Bank

2. The Foreign Trade Company, based on its operation needs, intends to apply to Jingzhou
Branch of Bohai Bank for a working capital loan which will not exceed 150 million, with a
term of one year. The Company intends to provide joint liability guarantees in favor of the
above financing bank that is to provide loans to Foreign Trade Company.

IV. Opinions of the Board of Directors

The Board of Directors is of the opinion that: (i) the guaranteed funds are used for the daily
operation needs of the Company’s wholly owned subsidiaries; (ii) the financial risk of the
guarantees is under the Company’s control; and (iii) the guarantees neither significantly
impact the normal operation of the Company, nor violate the relevant provisions of the
CSRC and the Articles of Association of the Company.

V. Accumulated Quantity of External Guarantees and Overdue Guarantees

The balance of the guarantees that have been provided by the Company and/or its
subsidiaries is RMB 4,997.87 million. After providing the above guarantees, the balance of
the guarantees provided by the Company and its subsidiaries will be RMB 5,149.87 million,
accounting for approximately 24.12% of the latest audited net assets of the Company.

No guarantee is provided by the Company and/or its subsidiaries for the favor of entities not
consolidated in the Company’s financial statements.

The Company and its controlled subsidiaries do not have overdue guarantees.

VI. List of Reference Documents


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   1. Resolutions of the 33rd Meeting of the 8th Session of the Board of Directors of the
       Company.

The Announcement is hereby made.




                                                 The Board of Directors of ADAMA Ltd.

                                                                          April 29, 2021




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