Independent opinions of independent directors on matters related to the seventh meeting of the ninth board of directors
In accordance with the company law of the people’s Republic of China, the guiding opinions on the establishment of independent director system in listed companies and other laws, regulations and normative documents, as well as the articles of association, independent director system and other relevant provisions, we, as an independent director of Adama Ltd(000553) (hereinafter referred to as the “company”), based on our independent judgment, We express the following independent opinions on the relevant proposals considered at the seventh meeting of the ninth board of directors of the company: we believe that: (1) the signing of the entrusted operation and management agreement on Anhui Petrochemical Group Co., Ltd. between the company and China National agrochemical Co., Ltd. (hereinafter referred to as “agrochemical company”) constitutes a connected transaction. (2) The deliberation procedures of the board of directors on related party transactions comply with the provisions of laws, regulations and the articles of association, and the related directors Mr. Erik fyrwald and Mr. Chen Lichtenstein have avoided voting.
(3) The company signed the agreement on entrusted operation and management of Anhui Petrochemical Group Co., Ltd. with agrochemical company. The transaction arrangement including price is fair, which is conducive to solving the potential horizontal competition between companies, and there is no situation that damages the interests of the company, non affiliated shareholders and small and medium-sized shareholders.
(this page is the signature page of Adama Ltd(000553) independent directors’ independent opinions on matters related to the seventh meeting of the ninth board of directors) signature of independent directors:
Ge mingxizhen
December 31, 2021
