ADAMA Ltd.Notice of the 3
rdInterim Shareholders Meeting in 2023
I. Basic Information of the Meeting
1. This is the 3
rd
Interim Shareholders Meeting in 2023.
2. Convener: Board of Directors. The Company passed a proposal on calling for the 3
rd
Interim Shareholders Meeting in 2023 on the 27
th Meeting of the 9
thSession of theBoard of the Company on December 8, 2023.
3. The meeting is in line with the relevant laws, administrative regulations, regulatorydocuments and relevant provisions of the Articles of Association of the Company.
4. Nature of the meeting: shareholders can vote through on-site voting and online voting.For each share, either on-site voting or online voting can be used. If repeated voting forthe same share occurs, the first voting shall prevail.
5. Time of the Meeting:
(1) On-site meeting: starts at 14:30 on December 25, 2023.
(2) Online voting: December 25, 2023. The online voting via the trading system of theShenzhen Stock Exchange will be from 9:15 a.m. to 9:25 a.m., 9:30 a.m. to 11:30 a.m.and from 1:00 p.m. to 3:00 p.m. on December 25, 2023; the online voting via the onlinevoting system of the Shenzhen Stock Exchange will be any time from 9:15 a.m. to 3:00p.m. on December 25, 2023.
Stock Code: 000553(200553) Stock Abbreviation: ADAMA A(B) Announcement No.2023-41The Company and all members of its board of directors hereby confirm that allinformation disclosed herein is true, accurate and complete with no false ormisleading statement or material omission.
6. Record day of the meeting: December 20, 2023
B-share shareholders can vote only if they purchase the Company’s shares on or priorto December 15, 2023.
7. Attendance:
(1) All shareholders of the Company whose names appear on the registry of theShenzhen Branch of China Securities Depository and Clearing Corporation Limited onthe closing of the trading market on the record day are entitled to attend the meeting.Shareholders may also appoint proxies in writing to attend and vote. The proxies canbe non-shareholders.
(2) Directors, supervisors and senior executives of the Company;
(3) Attorney engaged by the Company;
(4) Other invitees invited by the convener.
8. Location:
6F A7 Building, No.10, Chaoyang Park South Road, Chaoyang, Beijing, ChinaII. Proposal
1. Proposal on Revisions to the Articles of Association of the Company
2. Proposal on the Nomination of an Independent Director of the 9th Session of theBoard of DirectorsThe proposals were passed by the 27
th meeting of the 9
thsession of the Board ofDirectors. Please refer to the announcement which was disclosed by the Company onhttp://www.cninfo.com.cn on December 9, 2023.Note:
1. As special resolution, approval of proposal 1 shall require at least 2/3 of the votingrights represented by the attending shareholders.
2. Only one independent director will be elected at this shareholders' meeting, and thecumulative voting system is not applicable.The proposal for the candidate for independent director shall be submitted to theshareholders' meeting for approval only upon the candidate has been filed with theShenzhen Stock Exchange and there is no objection thereto.
3. The voting of Mid-small shareholders shall be counted separately and disclosed.III. Proposal CodeTable 1: coding list of the shareholders’ meeting proposals
| NO. | Proposals | Note |
| The proposal with a “√” in this column can be voted | ||
| 100 | All Proposals (excluding the cumulative voting proposals) | √ |
| Non-cumulative Voting Proposals | ||
| 1.00 | Proposal on Revisions to the Articles of Association of the Company | √ |
| 2.00 | Proposal on the Nomination of an Independent Director of the 9th Session of the Board of Directors | √ |
IV. Registration of the on-site Meeting
1. Way of Registration:
(1) for individual shareholders attending the meeting, personal ID card andshareholding certificates are needed; while attending the meeting by proxy, theattendant must hold the ID copy of the client, power of attorney, shareholding certificatealong with ID of the proxy;
(2) for legal representatives of legal person shareholders attending the meeting, thecopy of business license, certificate of identity of the legal representative andshareholding certificates are necessary; while attending the meeting by proxy, theattendant must hold the copy of the business license, certificate of identity of the legalrepresentative, power of attorney, shareholding certificates along with ID of the proxy;
(3) shareholders from other locations can register via mail or fax before 16:30 onDecember 22, 2023. Please confirm by telephone after sending the mail or fax.Registration through telephone is not accepted.
2. Date: 9:30-16:30 (during the working days), from December 21 to December 22,2023.
3. Place:
Office of the Company, 6/F, No.7 Office Building, No.10 Courtyard, Chaoyang ParkSouth Road, Chaoyang District, Beijing, China.
4. Contact：
Contact Person: Wang Zhujun, Guo ZhiTelephone: (010) 56718110 Fax: (010)59246173Address: 6/F, No.7 Office Building, No.10 Courtyard, Chaoyang Park South Road,Chaoyang District, Beijing, China.Post code: 100026
5. The on-site meeting will last for half a day, the transportation and boarding expensesfor attendance shall be borne by the participants themselves.V. Operation Process of Online Voting:
In the shareholders’ meeting, shareholders can participate in the voting through thetrading system or the online voting system (http://wltp.cninfo.com.cn) of the ShenzhenStock Exchange. For more details, please refer to attachment 1.VI. Documents available for reference
1. Resolutions of the 27
th
Meeting of the 9
thSession of the Board of the Directors.
2. Other documents required by the Shenzhen Stock Exchange.
Board of Directors of ADAMA Ltd.
December 9, 2023
Attachment 1
The Operation Process of Online VotingI. Online voting procedure
1. Voting code and abbreviation: Voting code “360553”; abbreviation “ADAMAvoting”
2. Vote
For non-cumulative voting proposals, shareholders shall vote among: For, Against, andWaive.II. Vote via the Shenzhen Stock Exchange Trading Program
1. Voting time: 9:15-9:25, 9:30-11:30 and 13:00-15:00 on December 25, 2023.
2. Shareholders can enter into the trading system to vote.
III. Vote via the Shenzhen Stock Exchange Online Voting System
1. The online voting via the online voting system of the Shenzhen Stock Exchangewill start at 9:15 a.m. on December 25, 2023(the day on which the on-site meeting isheld) and end at 3:00 p.m. on December 25, 2023(the day on which the on-site meetingends).
2. Shareholders voting through the online voting system shall obtain ShenzhenDigital Certificate or Shenzhen Investor Service Password in accordance with theGuidelines of Shenzhen Stock Exchange Investor Network Identity AuthenticationService Business (April 2016) to provide of identity authentication. For detailedauthentication process, please log into the online voting system http://wltp.cninfo.com.cn.
3. Shareholders can log into http://wltp.cninfo.com.cn with the Shenzhen DigitalCertificate or Shenzhen Investor Service to vote within the time period required by theShenzhen Stock Exchange online voting system.
Attachment 2
Power of attorneyI hereby authorize Mr./Ms._________ to attend and vote in the 3
rd
Interim ShareholdersMeeting in 2023 of ADAMA Ltd. on December 25, 2023. The voting opinion is asfollowed:
| NO. | Proposals | Note | Voting Opinions | ||
| The proposal with a “√” in this column can be voted | For | Against | Waived | ||
| 100 | All Proposals (excluding the cumulative voting proposals) | √ | |||
| Non-cumulative Voting Proposals | |||||
| 1.00 | Proposal on Revisions to the Articles of Association of the Company | √ | |||
| 2.00 | Proposal on the Nomination of an Independent Director of the 9th Session of the Board of Directors | √ | |||
（Note：For non-cumulative voting, Choose “√” if you vote for the resolution ,“×” if you vote against the resolution or waive.）Consignor:
ID card or business license number:
Shareholding account: Type and amount of shareholding:
Consignee: ID card number:
Delegation date:
This power of attorney shall come into effect from the date of issuance and shallcontinue to be in effect till the end of the abovementioned shareholders meeting.