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 of the
Company and Independent Director Policy, we, as the independent directors of
ADAMA Ltd. (hereinafter referred to as “Company”), give our independent opinions
on the relevant matters from the standpoint of independent judgment:



1. Independent Opinions on the Utilization of the Company’s Capital for
   Non-Operating Purposes by the Controlling Shareholder and the Related
   Parties of the Company; and External Guarantees Provided by the Company

   (1) Utilization of the Company’s Capital for Non-Operating Purposes by the
   Controlling Shareholder and the Related Parties of the Company

   In the first half of 2021, the Controlling shareholder and related parties of the
   Company did not utilize the Company’s capital for non-operating purposes.

   Capital amounts transferred between the Company and its controlling shareholder
   and related parties in the first half of 2021 were solely related to normal business
   operations and conducted at fair prices. The transactions followed the required
   legal procedures and did not harm the interests of the Company and its
   shareholders.

(2) External guarantees

   The Company strictly controlled the guarantees provided to others according to
   the relevant laws and regulations as well as the Articles of Association of the
   Company. As of June 30, 2021, no guarantees were provided by the Company
   and/or its subsidiaries in favor of entities not consolidated in the Company’s

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   financial statements. The balance of external guarantees was RMB 4,548.78
   million, accounting for 21.22% of the latest audited net assets of the Company.

   We are of the opinion that, in the first half of 2021, all of the Company’s external
   guarantees were legally provided and properly disclosed. The external guarantees
   provided by the Company did not harm the interests of the Company or its
   shareholders, including the minority shareholders.

2. Independent Opinion on the Status of the Deposit and Actual Usage of the
   Raised Funds in the First Half of 2021

   In accordance with the Regulatory Guidelines for Listed Companies
   No.2—Regulatory Requirements for Management and Use of Raised Funds of
   Listed Companies (Announcement of CSRC [2012] No.44), as well as the
   Guidelines of the Shenzhen Stock Exchange for Standardized Operation of Listed
   Companies issued by Shenzhen Stock Exchange, the Board of Directors prepared
   a Special Report on the Deposit and Actual Usage of the Raised Funds in the First
   Half of 2021 (hereinafter referred to as the “ Report”).

   After review of the Report, we are of the opinion that the Report truly reflects the
   deposit, usage and management status of the raised funds. The related information
   on the deposit and usage of the raised funds disclosed by the Company is
   authentic, accurate and complete and was done in a timely manner. The deposit,
   usage and management of the raised funds are in line with relevant laws,
   regulations, and the Rules on the Usage and Management of Raised Funds of the
   Company, and do not harm the interests of the shareholders.

3. Independent Opinion on the Investment in Derivative Financial Instrume nts
   and Related Risk Controls

   The derivative investments carried by the Company are for hedging and avoiding
   the risk of market fluctuations. The investments are related to the Company’s
   regular business needs and are in accordance with the relevant laws and
   regulations. Additionally, the Company has adopted a Currency Risk Hedging
   Policy to strengthen its risk management and control, which allow the Company
   to reduce market risk. The derivative investments do not harm the interest of the
   Company or its shareholders.


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4. Independent Opinion on the Risk Appraisal Report of Che mChina Finance
   Co., Ltd.

   For securing the safety of the funds of the Company deposited with ChemChina
   Finance Co., Ltd., the Company evaluated the business, qualifications, and the
   status of the risk of ChemChina Finance Co., Ltd., and issued a Risk Appraisal
   Report. We are of the opinion that:

   (1) ChemChina Finance Co., Ltd. holds a valid Financial Institution License and a
      Business License. The China Banking and Insurance Regulatory Commission
      strictly supervises the business scope, business procedures and internal risk
      control system of ChemChina Finance Co., Ltd.

   (2) We did not find that ChemChina Finance Co., Ltd. has any significant defect
      in its risk management. Currently, the risk of the Company’s related-party
      deposit in ChemChina Finance Co., Ltd. is controllable.




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(The signature page of Independent Opinion on the Relevant Issues)




Independent Director Signature:




__________________                                ___________________

    Ge Ming                                              Xi Zhen




                                                                   August 24th, 2021




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