Securities code: 000553 (200553) securities abbreviation: Adama Ltd(000553) (b) Announcement No.: 2022-1 Adama Ltd(000553)
Announcement on resolutions of the 7th Meeting of the 9th board of directors
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
The seventh meeting of the ninth board of directors of Adama Ltd(000553) (hereinafter referred to as “the company”) was notified to all Directors during the sixth meeting on December 22, 2021, and was held by signature on December 31, 2021. The related directors Mr. Erik fyrwald and Mr. Chen Lichtenstein should abstain from voting on the proposals considered at the meeting. There are 5 directors who should attend the meeting and 5 directors who actually attend the meeting.
The meeting was held in accordance with relevant laws, administrative regulations, departmental rules, normative legal documents and the articles of association. The directors present at the meeting considered and passed the following proposals:
1. Proposal on signing the entrusted operation and management agreement of Anhui petrochemical
During the company’s major asset restructuring in 2017, the indirect controlling shareholder of the company, China Chemical Group Co., Ltd. (hereinafter referred to as “chemical group”), issued a letter of commitment to gradually solve the horizontal competition between Anhui Petrochemical Group Co., Ltd. (hereinafter referred to as “Anhui petrochemical”) and the company in appropriate ways, Relevant methods include but are not limited to taking reasonable commercial means such as entrusted operation. In order to give full play to the company’s professional management and operation advantages and timely fulfill the commitments made by the chemical group to the company, China Chemical agrochemical Co., Ltd. (hereinafter referred to as “agrochemical company”), a wholly-owned subsidiary of the chemical group, plans to entrust Anhui Petrochemical Company directly held by it to operate and manage. In order to clarify the rights and obligations of the company and agrochemical company on the entrusted operation and management of Anhui petrochemical, the seventh meeting of the ninth board of directors of the company reviewed and approved the signing of the entrusted operation and management agreement of Anhui Petrochemical Group Co., Ltd. between the company and agrochemical company. This transaction constitutes a connected transaction.
See the announcement on signing entrusted operation and management agreement with related parties disclosed on the same day for the specific contents of this proposal.
Related directors Mr. Erik fyrwald and Mr. Chen Lichtenstein withdrew from voting. The meeting considered and adopted the proposal with 3 affirmative votes, 0 negative votes and 0 abstention votes.
The independent directors of the company have expressed their prior approval opinions and independent opinions on the above-mentioned proposals. See the details disclosed on cninfo.com on the same day（ http://www.cn.info.com..cn. ）Relevant contents on.
It is hereby announced.
Adama Ltd(000553) board of directors January 4, 2022
