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安道麦B:2025年半年度报告(英文版)

深圳证券交易所 08-27 00:00 查看全文

ADAMA Ltd. Semi-Annual Report 2025

ADAMA LTD.SEMI-ANNUAL REPORT 2025

ADAMA Ltd. is a global leader in crop protection providing solutions to farmers across the

world to combat weeds insects and disease. ADAMA has one of the widest and most

diverse portfolios of active ingredients in the world state-of-the art R&D manufacturing and

formulation facilities together with a culture that empowers our people in markets around

the world to listen to farmers and ideate from the field. This uniquely positions ADAMA to

offer a vast array of distinctive mixtures formulations and high-quality differentiated products

delivering solutions that meet local farmer and customer needs in dozens of countries

globally with direct presence in all top 20 markets.Please see important additional information and further details included in the Annex.August 2025

1ADAMA Ltd. Semi-Annual Report 2025

Section I - Important Notice Table of Contents and Definitions

* The Company’s Board of Directors Board of Supervisors directors supervisors and

senior managers confirm that the content of the Report is true accurate and complete

and contains no false statement misleading presentations or material omissions and

assume joint and several legal liability arising therefrom.* Ga?l Hili the person in charge of the Company (President and Chief Executive Officer)

as well as its legal representative and Efrat Nagar the person leading the accounting

function (Chief Financial Officer) hereby assert and confirm the truthfulness accuracy

and completeness of the Financial Report.* All the Company’s directors attended the board meeting for the review of this Report.* The forward-looking information described in this Report such as future plans

development strategy market trends and their effect etc. does not constitute in any

manner whatsoever a substantial commitment of the Company to investors. Investors

and other relevant people are cautioned to be sufficiently mindful of investment risks

as well as the difference between plans forecasts and commitments.* The Company has described its possible risks in “X - Risks Facing the Company andCountermeasures” under Section III herein. The major risks of the Company include

among others exchange rate fluctuations; exposure to interest rate Israel CPI and

NIS exchange rate fluctuations; fluctuations in raw material inputs and prices and in

sales. Investors and other relevant people are cautioned to be sufficiently mindful of

investment risks. For the complete “Risks Facing the Company and Countermeasures”

of the Company please see the relevant section below.* For the Reporting Period the Company does not plan to distribute cash dividends or

bonus shares or convert capital reserve into share capital.* This Report and its Abstract have been prepared in both Chinese and English. Should

there be any discrepancies between the two versions the Chinese version shall prevail.

2ADAMA Ltd. Semi-Annual Report 2025

Table of Contents

Section I - Important Notice Table of Contents and... 2

Section II - Corporate Profile and Financial Resul... 6

Section III - Performance Discussion and Analysis ... 9

Section IV - Corporate Governance Environment and .. 33

Section V - Significant Events ..................... 35

Section VI - Share Changes and Shareholders ........ 77

Section VII - Bonds ................................ 82

Section VIII - Financial Report .................... 83

Section VIIII – Other Reported Data ............... 204

3ADAMA Ltd. Semi-Annual Report 2025

Documents Available for Reference

(I) Duly signed Financial Statements by the Legal Representative and Accounting Principal as well as Head of the

Accounting Organ;

(II) Originals of all Company’s documents previously disclosed in media designated by the CSRC as well as the originals

of all the public notices were deposited in the Company’s office.

4ADAMA Ltd. Semi-Annual Report 2025

Definitions

General Terms Definition

Company the Company ADAMA Ltd.Adama Agricultural Solutions Ltd. a wholly-owned subsidiary of the Company

Adama Solutions

incorporated in Israel according to its laws

ADAMA Anpon (Jiangsu) Ltd. a wholly-owned subsidiary of the Company

Anpon ADAMA Anpon

incorporated in China according to its laws

ADAMA Huifeng (Jiangsu) Ltd. a 51% owned subsidiary of the Company

ADAMA Huifeng

incorporated in China according to its laws

Board of Directors/Board The Board of Directors of the Company

Board of Supervisors The Board of Supervisors of the Company

Group the Group ADAMA The Company including all its subsidiaries unless expressly stated otherwise

ChemChina China National Chemical Co. Ltd.ChemChina-Syngenta

The acquisition of Syngenta AG by ChemChina in 2017

Transaction

China National Agrochemical Co. Ltd. the indirect controlling shareholder of the

CNAC

Company a wholly-owned subsidiary of ChemChina

CSRC China Securities Regulatory Commission

SZSE Shenzhen Stock Exchange

SASAC State Assets Supervision and Administration Commission of China

Syngenta Group Co. Ltd the controlling shareholder of the Company as of June

Syngenta Group

15 2020 a wholly-owned subsidiary of CNAC

Sinochem Holdings Sinochem Holdings Corporation Ltd.Sinochem Holdings including all its subsidiaries unless otherwise indicated or the

Sinochem Group

context otherwise requires

Report This 2025 Semi-Annual Report

Reporting Period this Period January 1 2025 - June 30 2025

2024 Annual Report The Company’s 2024 Annual Report published on March 14 2025

5ADAMA Ltd. Semi-Annual Report 2025

Section II - Corporate Profile and Financial Results

I. Corporate Information

Stock name ADAMA A ADAMA B Stock code 000553 200553

Stock exchange Shenzhen Stock Exchange

Company name in Chinese 安道麦股份有限公司

Abbr. 安道麦

Company name in English (if any) A DAMA Ltd.Abbr. (if any) ADAMA

Legal representative Ga?l Hili

II. Contact Information

Securities Affairs Representative &

Board Secretary

Investor Relations Manager

Name Guo Zhi Wang Zhujun

Address 6/F No.7 Office Building No.10 Courtyard Chaoyang Park South Road Chaoyang District Beijing

Tel. 010-56718110 010-56718110

Fax 010-59246173 010-59246173

E-mail irchina@adama.com irchina@adama.com

III. Other Information

1. Ways to Contact the Company

Indicate by tick mark whether any changes occurred to the registered address office address and their

postal codes website address and email address of the Company during the Reporting Period.□ Applicable √ Not applicable

No changes occurred to the said information during the Reporting Period which can be found in the 2024

Annual Report.

2. Information Disclosure Media and Place where this Report is Kept

Indicate by tick mark whether any changes occurred to the information disclosure media and the place

where this Report is kept during the Reporting Period.□ Applicable √ Not applicable

The newspapers designated by the Company for information disclosure the website designated by the

CSRC for the publication of this Report and the location where this Report is kept did not change during

6ADAMA Ltd. Semi-Annual Report 2025

the Reporting Period. Said information can be found in the 2024 Annual Report.

3. Other Relevant Documents

Indicate by tick mark whether any changes occurred to the relevant documents during the Reporting

Period.□ Applicable √ Not applicable

IV. Main Accounting Data and Financial Results

Indicate by tick mark whether the Company needs to retroactively adjust or restate any of its accounting

data.□ Yes √ No

January - June 2025 January - June 2024 YoY +/- (%)

Operating revenues (RMB’000) 15024200 14910289 0.76%

Net loss attributable to shareholders of the

(80352)(894866)91.02%

Company (RMB’000)

Net loss attributable to shareholders of the

Company excluding non-recurring profit and loss (149757) (947055) 84.19%

(RMB’000)

Net cash flow from (used in) operating activities

173857817311180.43%

(RMB’000)

Basic EPS (RMB/share) (0.0345) (0.3841) 91.02%

Diluted EPS (RMB/share) NA NA NA

Weighted average return on net assets (0.42%) (4.17%) 3.75 pp

End of Reporting Period End of last year +/- (%)

Total assets (RMB’000) 50703250 50059777 1.29%

Net assets attributable to shareholders

1890504418991094-0.45%

(RMB’000)

V. Differences in Accounting Data under Domestic and Foreign Accounting

Standards

1. Differences in Net Profit and Net Assets Disclosed in Financial Reports Prepared under

Chinese and International Accounting Standards

□ Applicable √ Not applicable

None during the Reporting Period.

2. Differences in Net Profit and Net Assets Disclosed in Financial Reports Prepared under

Chinese and Foreign Accounting Standards

□ Applicable √ Not applicable

None during the Reporting Period.

3. Reason for accounting data differences under Chinese and Foreign Accounting Standards

□ Applicable √ Not applicable

7ADAMA Ltd. Semi-Annual Report 2025

VI. Non-Recurring Profit/Loss

√ Applicable □ Not applicable

Unit: RMB’000

Item Reporting Period Note

Gains/losses on the disposal of non-current assets (including the offset

5054

part of asset impairment provisions)

Government grants recognized through profit or loss (excluding

government grants closely related to regular operation of the Company

5111

and continuously given at a fixed quota or amount in accordance with

certain standards)

Recovery or reversal of provision for bad debts which is assessed

38147

individually during the years

Post vesting cash share based payment revaluation 7578

Gains or losses arising from the holding or disposal of financial assets or

financial liabilities by non-financial corporations except for effective 30714

hedging related to the normal operating of the Company

Other non-operating income and expenses other than the above 1820

Other profit or loss that meets the definition of non-recurring profit or loss -

Less: Income tax effects 19019

Total 69405

Details of other profit and loss items that meet the definition of non-recurring profit or loss.□ Applicable √ Not applicable

No such cases in the Reporting Period.Explanation whether the Company has classified an item as non-recurring profit/loss according to the

definition in the Explanatory Announcement No. 1 on Information Disclosure for Companies Offering Their

Securities to the Public - Non-Recurring Profit and Loss and reclassified any non-recurring profit/loss

item given as an example in the said explanatory announcement to recurrent profit/loss

□ Applicable √ Not applicable

No such cases in the Reporting Period.

8ADAMA Ltd. Semi-Annual Report 2025

Section III - Performance Discussion and Analysis

I. Main Business of the Company during the Reporting Period

The Company is a corporation incorporated in the People's Republic of China.The Group is a global leader in crop protection engaging in the development manufacturing and

commercialization of a wide range of crop protection products that are largely off-patent. The Group

provides solutions to farmers to combat weeds insects and disease and sells its products in dozens of

countries globally with direct presence in all top 20 markets.The Group's business model integrates end-customer access regulatory expertise state-of-the art global

R&D production and formulation facilities thereby providing the Group a significant competitive edge

and allowing it to launch new and differentiated products that meet local farmers and customer needs in

key markets.The Group's primary operations are global spanning activities in Europe Africa & Middle East (EAME)

North America Latin America and Asia-Pacific (including China).The Group also utilizes its expertise to adapt such products also for the development manufacturing and

commercialization of similar products for non-agricultural purposes (Consumer and Professional

Solutions).In addition the Group leverages its core capabilities in the agricultural and chemical fields and operates

in several other non-agricultural areas none of which individually is material for the Group. These

activities collectively reported as Intermediates and Ingredients include primarily (a) the manufacturing

and marketing of dietary supplements food colors texture and flavor enhancers and food fortification

ingredients; (b) fragrance products for the perfume cosmetics body care and detergents industries; (c)

the manufacturing of industrial products and (d) other non-material activities.ADAMA Group is a distinctive member of Syngenta Group a world leader in agricultural inputs spanning

crop protection seeds fertilizers additional agricultural and digital technologies as well as an advanced

distribution network in China.The General Crop Protection Market Environment

In H1 2025 channel inventory returned to pre-pandemic levels in most countries allowing crop protection

demand recovery. Pricing pressure remains high driven by production over-capacity of active ingredients.Crop commodity prices remain stably low and coupled with the high-interest rate environment farmer

profitability remains tight leading to just-in-time purchasing patterns.Crop Protection Products

As described within the Company’s 2024 Annual Report the Group is focused on the development

manufacturing and commercialization of largely off-patent crop protection products which are generally

herbicides insecticides and fungicides which protect agricultural and other crops against weeds insects

and disease respectively. Since the publication of the 2024 Annual Report no major changes occurred

with that respect. For details please refer to 2024 Annual Report.Please see important additional information and further details included in the Annex.

9ADAMA Ltd. Semi-Annual Report 2025

II. Core Competitiveness Analysis

No significant changes occurred to the core competitiveness of the Company during the Reporting Period.III. Analysis of Main Business

General Description

Whether it is the same as main business of the Company during the Reporting Period disclosed or not

√ Yes □ NoPlease refer to the relevant information in section “I. Main Business of the Company during the ReportingPeriod” above.Year-on-year changes of main financial data:

Same period 2025 Apr- Same period

2025 Apr-June

of last year +/-% June of last year +/-%

(000’RMB)

(000’RMB) (000’USD) (000’USD)

Operating revenues 7851465 7401390 6.08% 1091791 1041344 4.84%

Cost of goods sold 5806542 5785722 0.36% 807427 814027 -0.81%

Selling and Distribution

10243051282638-20.14%142442180460-21.07%

expenses

General and administrative

36210225600841.44%503583601939.81%

expenses

R&D expenses 112949 106255 6.30% 15708 14948 5.08%

Financial Expenses 1002189 256483 290.74% 139326 36099 285.96%

Gain (loss) from Changes

345010(47557)825.47%47976(6691)817.02%

in Fair Value

Total Net Financial

657179304040116.15%9135042790113.48%

Expenses

Loss before tax (257578) (420137) 38.69% (35786) (59123) 39.47%

Tax expenses (income) (26095) 247124 -110.56% (3629) 34770 -110.44%

Net loss (231483) (667261) 65.31% (32157) (93893) 65.75%

EBITDA 933527 539027 73.19% 129812 75841 71.16%

Net cash flows from operating

19454462466280-21.12%270524346996-22.04%

activities

Net cash flows used in

(372808)(342006)-9.01%(51841)(48119)-7.73%

investing activities

Net cash flows used in

(1890259)(1861463)-1.55%(262850)(261900)-0.36%

financing activities

Net increase (decrease) in

(320875)291925-209.92%(43437)38648-212.39%

cash and cash equivalents

10ADAMA Ltd. Semi-Annual Report 2025

Same

Reporting Same period Reporting

period of

Period of last year +/-% Period +/-%

last year

(000’RMB) (000’RMB) (000’USD)

(000’USD)

Operating revenues 15024200 14910289 0.76% 2091331 2098494 -0.34%

Cost of goods sold 11030173 11474074 -3.87% 1535355 1614867 -4.92%

Selling and Distribution

19756682363376-16.40%275013332614-17.32%

expenses

General and administrative

73486753626637.03%1023027547535.54%

expenses

R&D expenses 216793 218107 -0.60% 30177 30695 -1.69%

Financial Expenses 1024340 623647 64.25% 142429 87804 62.21%

Loss from Changes in Fair

(6493)(196492)96.70%(1007)(27659)96.36%

Value

Total Net Financial

103083382013925.69%14343611546324.23%

Expenses

Loss before tax (125579) (571430) 78.02% (17403) (80433) 78.36%

Tax expenses (income) (45227) 323436 -113.98% (6295) 45514 -113.83%

Net loss (80352) (894866) 91.02% (11108) (125947) 91.18%

EBITDA 1964239 1394754 40.83% 273447 196317 39.29%

Net cash flows from operating

173857817311180.43%241697243495-0.74%

activities

Net cash flows used in

(635095)(814956)22.07%(88391)(114703)22.94%

investing activities

Net cash flows used in

(1367061)(1844670)25.89%(189941)(259536)26.82%

financing activities

Net decrease in cash and cash

(268278)(886478)69.74%(35403)(128632)72.48%

equivalents

Major changes to the profit structure or sources of the Company in the Reporting Period:

□ Applicable √ Not applicable

None during the Reporting Period.

11ADAMA Ltd. Semi-Annual Report 2025

Analysis of Financial Highlights

(1) Operating Revenues

Revenues in the second quarter increased by approximately 5% (6% in RMB; 5% in CER) to $1092

million reflecting a volume growth of 8% more than offsetting a decrease of 3% in prices. The higher

volumes reflected the gradual recovery of market demands and improvement of channel inventories

in most regions while the Company has been shifting away from selected low profit products and

businesses. Prices were weak mainly due to low prices of active ingredients in light of overcapacity

as well as a high-interest rate environment and low commodity prices which put pressure on

distributors and farmers.Supported by the growth of revenues in the second quarter ADAMA reported flat sales for the first

half of 2025 (0% in USD 1% in RMB 1% in CER) compared to the first half of 2024. The stabilization

of revenues in the first half was driven by volume growth of 4% offsetting a decrease in prices of 3%.Unit: RMB’000

2025H1 2024H1

Ratio of the Ratio of the

YoY +/-%

Amount operating Amount operating

revenue revenue

Total operating revenue 15024200 100.00% 14910289 100.0% 0.8%

Classified by industries

Manufacture of chemical raw materials

15024200100.00%14910289100.0%0.8%

and chemical products

Classified by products

Herbicides 6593471 43.9% 6163343 41.3% 7.0%

Fungicides 3149177 21.0% 3155230 21.2% -0.2%

Insecticides 3913941 26.1% 4215471 28.3% -7.2%

Ingredients and Intermediates (Formerly

13676119.1%13762459.2%-0.6%

referred to as Non-Agro)

Classified by regions

Europe Africa & Middle East (EAME)* 4811339 32.0% 4935526 33.1% -2.5%

North America 3554544 23.7% 2941766 19.7% 20.8%

Latin America 2609695 17.4% 2841344 19.1% -8.2%

Asia-Pacific* 4048622 26.9% 4191653 28.1% -3.4%

* As part of ADAMA’s business optimization program on January 1 2025 South Africa was reclassified from the APAC region to EAME.To enable meaningful comparisons the 2024 data presented here includes South Africa under EAME.Note: the sales split per product category is provided for convenience purposes only and is not representative of the way

the Company is managed or in which it makes its operational decisions.Regional Sales Performance in USD

Q2 2025 Q2 2024 Change H1 2025 H1 2024 Change

$m $m USD $m $m USD

Europe Africa & Middle East (EAME)* 314 318 -1% 670 695 -4%

North America 276 223 24% 495 414 19%

Latin America 216 209 3% 363 400 -9%

Asia Pacific* 286 292 -2% 564 590 -4%

12ADAMA Ltd. Semi-Annual Report 2025

Q2 2025 Q2 2024 Change H1 2025 H1 2024 Change

$m $m USD $m $m USD

Of which China 143 121 18% 309 275 12%

Total 1092 1041 5% 2091 2098 0%

Note: the following analysis of regional sales performance is based on USD results and the numbers in this table may not

sum due to rounding.Europe Africa & Middle East (EAME):

Volumes and revenue in Europe have generally improved year-over-year in H1 and were similar in Q2

though EAME results were negatively impacted by significant Q1 declines in Turkey which also impacted

H1. Pricing continued to decline in light of intense competition. Weather challenges in Northern Europe

were offset by good conditions in France and other countries.North America:

In the US Ag market reduction of stock in the channel and good weather conditions in key markets such

as corn and soybean led to volume increases. Just-in-time purchasing behavior continues with slight

improvements in prices. Similarly in Canada while AI pricing pressures remain volumes for ADAMA’s

overall portfolio have improved significantly in Q2 and H1. The Consumer & Professional Solutions

experienced flat Q2 revenues with a slight increase in volume offset by a slight decline in prices. However

for the half-year revenues increased with declining prices more than offset by higher volumes. End users

did not consume as much inventory as normal due to rain and adverse weather conditions.Latin America:

In Brazil volumes are up resulting in Q2 revenue improvements partially offsetting a weaker Q1.Competition remains strong resulting in lower pricing. In the rest of LATAM pricing pressures continue

in light of generics competition and just-in-time purchasing behaviors with lower volumes and revenues

reported in Q2 and H1.Asia-Pacific:

Sales continue to experience pricing pressure with declines in Q2 and H1. These declines reflect both

ample oversupply and the Company’s decision to optimize regional layouts. In India irregular weather

including flooding in some regions and deficient rainfall in others impacted sales though volumes

increased in both the quarter and half year.In China sales increased both in the second quarter and first half. Non-ag sales increased led by strong

chlor-alkali markets with stronger margin due to higher operational efficiency. AI sales also increased

driven by volume growth due to the expansion of new distribution channels and supported by the recovery

of global demand. Lower prices and volumes of branded formulations reflected the impacts of market

competition.

13ADAMA Ltd. Semi-Annual Report 2025

(2) Cost of Goods Sold:

List of the industries products or regions which exceed 10% of the operating revenues or

operating profits of the Company as at the Reporting Period

Unit: RMB’000

Gross YoY YoY

Operating Cost of YoY

Margin increase/decrease increase/decrease

revenues goods sold increase/decrease

(%) of the operating of the cost of

of the gross margin

revenues goods sold

Classified by industries

Manufacturing

chemical raw

15024200 11030173 26.6% 0.8% -3.9% 3.5 pp

materials and

chemical products

Classified by products

Crop Protection 13656589 9952759 27.1% 0.9% -3.9% 3.7 pp

Ingredients and

1367611 1077414 21.2% -0.6% -3.4% 2.2 pp

Intermediates

If the scope of the Company's main business was adjusted during the Reporting Period the Company's

financial data of main business according to the adjusted scope at the end of the reporting period is

disclosed as follows:

□ Applicable √ Not applicable

In the first half of the year higher volumes also contributed to the increase of gross profits. The lower cost

of goods sold mainly reflected the positive impacts of improved operational efficiency and lower costs of

inventory sold. The said positive impacts on gross profits and its margin more than compensated for lower

selling prices and the remediation costs by a wholly-owned subsidiary for its plant in Israel in the second

quarter.

(3) Operating Expenses:

Operating expenses include Sales and Marketing General and Administration and R&D.In the first half of the year the sales and marketing expenses declined mainly under the positive impacts

following implementation of the Fight Forward transformation plan and also because in 2024 there were

one-off expenses related to a legal claim of product liabilities. In the first half of both 2024 and 2025 the

Company continued recording following charges in its sales and marketing expenses at a similar amount

which incurred due to mergers and acquisitions in recent years mainly: (i) non-cash amortization charges

in respect of transfer assets received from Syngenta related to the 2017 ChemChina-Syngenta

acquisition; and (ii) non-cash amortization net charges related to intangible assets created as part of the

Purchase Price Allocation (PPA) on acquisitions with no impact on the ongoing performance of the

companies acquired. The general and administrative expenses increased in the first half mainly due to

the higher advisory and restructuring costs incurred than last year which more than offset the positive

impacts of the Fight Forward plan. Foreign exchanges rates had a positive impact on operating expenses

during the reporting period.Non-operational charges affected the Company’s reported operating expenses amounting to 338 million

14ADAMA Ltd. Semi-Annual Report 2025

($ 47 million) in H1 2025 in comparison to RMB 472 million ($ 66 million) in H1 2024. For details of the

non-operational charges please refer to the Annex to the Report.

(4) Financial Expenses:

“Financial Expenses” alone mainly reflect interest payments on corporate bonds and bank loans as well

as foreign exchange gains/losses on the bonds and other monetary assets and liabilities before the

Company carries out any hedging. The impact of Financial Expenses (before hedging) is RMB 1024

million ($ 142 million) for the first half of 2025 compared to RMB 624 million ($ 88 million) for the

corresponding period in 2024.Given the global nature of its operational activities and the composition of its assets and liabilities the

Company in the ordinary course of its business uses foreign currency derivatives (forwards and options)

to hedge the cash flow risks associated with existing monetary assets and liabilities that may be affected

by exchange rate fluctuations. “Gains/Losses from Changes in Fair Value” which recorded the hedging

costs and impacts among others amounted to a net loss of RMB 6 million ($ 1 million) in the first half of

2025 compared with a net loss of RMB 196 million ($ 28 million) in the corresponding period in 2024.

The aggregate of Financial Expenses and Gains/Losses from Changes in Fair Value (hereinafter as

“Total Net Financial Expenses”) which more comprehensively reflects the financial expenses of the

Company in supporting its main business and protecting its monetary assets/liabilities amounts to RMB

1031 million ($ 143 million) in the first half of 2025 compared with RMB 820 million ($ 115 million) in the

corresponding period in 2024.In the first half Total Net Financial Expenses increased mainly because (i) in 2024 there was a RMB 239

million ($34 million) income from revaluation of the put options attributed to minority stakes in controlled

subsidiaries and (ii) in the second quarter this year a controlled subsidiary repurchased its bond principal

as part of strengthening the debt structure incurring a loss due to the premium between the buyback

price and its issuance price.It should be noted that as mentioned above a subsidiary of the Company repurchased a significant part

of its bond principal in the second quarter for the purpose of improving financing structure and efficiency.As the repurchase was completed late in the quarter the impacts on improving the financial costs were

minor during the reporting periods.

(5) Cash Flow:

Net cash flows from (used in) operating activities: Operating cash flow of RMB 1739 million ($ 242

million) was generated in the half-year period compared to RMB 1731 million ($ 243 million) generated

in the corresponding period last year. The dynamics in the half-year period reflected an improvement in

collection offsetting higher outflow due to higher procurement payments in preparation to capture growth

momentum.Net cash used in investing activities was RMB 635 million ($ 88 million) in the half-year period

compared to RMB 815 million ($ 115 million) in the corresponding period last year. Lower cash used in

investing activities reflected continued prioritization of investments in ADAMA’s manufacturing facilities

and portfolio optimization.Free cash flow of RMB 651 million ($ 90 million) was generated in the half-year period compared to RMB

364 million ($ 51 million) generated in the corresponding period last year reflecting the aforementioned

operating and investing cash flow dynamics.

15ADAMA Ltd. Semi-Annual Report 2025

Cash Flow from Financing Activities was RMB 1367 million ($ 190 million) consumed in the half-year

period compared to RMB 1845 million ($ 260 million) consumed in the corresponding periods last year

mainly reflecting repayment and buyback of debts driven by positive free cash flow while less cash was

utilized to reduce debts compared to last year.

16ADAMA Ltd. Semi-Annual Report 2025

IV. Analysis of Non-Core Business

√ Applicable □ Not applicable

Unit: RMB’000

Proportion in Whether

Amount Reasons

total profit sustained

Investment income 5261 (4.19%) No

Loss from change of Fair Mainly from changes in fair value of

(6493) 5.17% No

Value derivatives.Expected credit loss in LATAM due to

Credit impairment losses (93679) 74.60% liquidity issues of some local

distributors.Asset impairment losses (27617) 21.99% No

Gain from disposal of assets 5054 (4.02%) No

Non-operating income 19219 (15.30%) No

Non-operating loss 12555 (10.00%) No

V. Analysis of Assets and Liabilities

1. Significant Changes in Asset Composition

Unit: RMB’000

End of Reporting Period End of last year Change in Reason for

As a percentage As a percentage percentage significant

Amount Amount

of total assets (%) of total assets (%) point (pp) change

Cash at bank and on hand 3497229 6.90% 3630608 7.25% -0.35 pp -

Accounts receivable 8100271 15.98% 7977830 15.94% 0.04 pp -

Inventories 11612921 22.90% 11164663 22.30% 0.60 pp -

Investment property 19689 0.04% 20509 0.04% 0.00 pp -

Long term equity investments 35956 0.07% 30227 0.06% 0.01 pp -

Fixed assets 9588625 18.91% 9762895 19.50% -0.59 pp -

Construction in progress 1933407 3.81% 1996892 3.99% -0.18 pp -

Right of use assets 527579 1.04% 557159 1.11% -0.07 pp -

Loan

Short-term loans 6588393 12.99% 4748720 9.49% 3.50 pp replaceme

nt

Accounts payable 5440839 10.73% 4934865 9.86% 0.87 pp -

Contract liabilities 1491105 2.94% 1810764 3.62% -0.68 pp -

Long-term loans 1746425 3.44% 2166625 4.33% -0.89 pp -

Repurcha

Debentures payable 5146703 10.15% 6320157 12.63% -2.48 pp sed part of

the bonds

Lease liabilities 599408 1.18% 610415 1.22% -0.04 pp -

17ADAMA Ltd. Semi-Annual Report 2025

2. Main Overseas Assets

√ Applicable □ Not applicable

Proportion

Scale Control

Net Profit of

Specific (Amount) Operation measures to Significant

of the overseas

contents of the Reason of the Location /Manageme guarantee impairment

assets assets out

assets assets nt mode safety of the risk

(RMB’000) of total net

(RMB’000) assets

assets (%)

Equity Acquired

investment in through Israel and Corporate Corporate

15552902 (251820) 82% No

Adama Major Assets globally Governance Governance

Solutions Restructuring

Other explanations N/A

3. Assets and Liabilities Measured at Fair Value

√ Applicable □ Not applicable

Unit: RMB’000

Profit/loss on Impairment

Cumulative fair Purchased in

fair value provided in Sold in the

Opening value changes the Closing

Item changes in the the Reporting Others

balance charged to Reporting balance

Reporting Reporting Period

equity Period

Period Period

Financial assets

1.Financial assets

held for trading

1035---1012--2047

(excluding derivative

financial assets)

2.Derivative financial

assets (including long 483822 117458 (56692) - 568787 (249969) - 863406

term)

3.Other equity

131473-(304)----131169

investments

Total financial assets 616330 - (56996) - 569799 (249969) - 996622

Other 205059 - - - 7962 (50790) - 162231

Total of above 821389 117458 (56996) - 577761 (300759) - 1158853

Financial liabilities 278580 186587 - - - - - 465167

Significant changes in the measurement attributes of the main assets in the Reporting Period

□ Yes √ No

4. Limitation on Asset Rights as of End of the Reporting Period

At the end of this Reporting Period restricted assets included RMB 181544000 - restricted cash most

of which as guarantee for bank acceptance bills; and RMB 146565000 of other non-current assets

mainly as guarantee for lawsuits.

18ADAMA Ltd. Semi-Annual Report 2025

VI. Investments Made

1. Overall Condition of the Total Investments Made

√ Applicable □ Not applicable

Investment during the Investment during the Same +/-% YoY

Reporting Period (RMB'000) Period Last Year (RMB'000)

1613755822170519-27.21%

2. Significant Equity Investments during the Reporting Period

□ Applicable √ Not applicable

3. Significant Non-Equity Investments executed during the Reporting Period

□ Applicable √ Not applicable

4. Financial Investments

(1) Investments in Securities

□ Applicable √ Not applicable

None during the Reporting Period.

19ADAMA Ltd. Semi-Annual Report 2025

(2) Investments in Derivative Financial Instruments

√ Applicable □ Not applicable

(1) Investment in Derivative Financial Instruments for Hedging during the Reporting Period

√ Applicable □ Not Applicable

Unit: 000 RMB

Profit/loss on fair Percentage of

Cumulative fair Purchased in Sold in the

Initial Opening value changes in Closing investment amount

Investment Type value changes the Reporting Reporting

Investment Balance the Reporting Balance divided by net asset

charged to equity Period Period

Period at end of the period

Option 2029357 2029357 (20738) (28273) 2025884 2029357 2025884 10.7%

Forward 19405343 19405343 (48391) (65970) 14111674 19405343 14111674 74.6%

Total 21434700 21434700 (69129) (94243) 16137558 21434700 16137558 85.3%

Explanation of accounting

policies and specific accounting

principles for hedging during the Please refer to section VIII of this Report note III. 32.1 for the disclosure of the accounting policies for hedging. There is no change in the accounting

reporting period and any policies for hedging during the reporting period.significant changes compared

with last reporting period

Explanations about actual

The loss during the year was RMB 94243000 compared to a loss of RMB 178050000 in the same period last year. The loss was mainly due to the

gain/loss during the Reporting

devaluation of the USD by 12% vs. the BRL and by 11% vs. the EUR offset by devaluation of the USD by 7.5% vs. ILS.Period

Despite of the loss incurred from the hedging transactions which include the gains or losses from changes in the fair value of the derivatives the gains or

Explanations for hedging effect losses from the disposal of the derivatives and the hedging costs the Group has effectively mitigated the impact from the exchange rate fluctuations

during the year.Source of fund for the

Internal.derivatives investment

The aforesaid refers to short term hedging currency transactions made with banks.Risk and control analysis for the The Group’s transactions are not traded in the market. The Transactions are between the applicable company in the Group and the applicable bank until

Reporting Period (including but the expiration date of the transaction therefore no market risk is involved.not limited to market risk

Regarding credit and liquidity risk the Group is working with large and substantial banks only and with some of them the Group has ISDA agreements.liquidity risk credit risk

operational risk legal risk etc.) As to operational risk the Group is working with relevant software which is its back office for all transactions.No legal risk is involved.

20ADAMA Ltd. Semi-Annual Report 2025

The actions taken in order to further reduce risks are:

* The relevant subsidiaries have specific guidelines under the Group’s policy which were approved by the subsidiaries' financial statements committee

of the board which specifies inter alia the hedging policy the persons that have the authorization to deal with hedging the tools ranges etc. The

only subsidiary that has hedging positions in the Group in the period was Adama Solutions and its subsidiaries.* The relevant subsidiaries apply management designed procedures and controls which among other things monitor the working process and the

controls of the hedging transactions and are quarterly reviewed and annually audited.* The controllers of the relevant subsidiaries are involved in the process and are monitoring the hedging accounting treatment.Every 2-3 years the internal audit of the relevant subsidiaries’ department is auditing the entire procedure.Market price or fair value change

of investments during the The aforesaid refers to short time hedging currency transactions made by the relevant subsidiary with banks.Reporting Period. Segregation of duties as follows:

Specific methodology and For the fair value evaluation the relevant subsidiary is usually using external experts. The relevant subsidiary hedges currencies only; the relevant

assumptions should be transactions are simple (Options and forwards) for short terms. For fair value methodology see section VIII of this Report note IX. Fair Value. The

disclosed in the analysis of fair exchange rates are provided by the accounting department of the relevant subsidiary and all other parameters are provided by the experts.value of the investments

Litigation-related situations (if

N/A

applicable)

Date of disclosure of Board

March 14th 2025

approval (if any)

Date of disclosure of

April 8th 2025

Shareholders’ approval (if any)The company is required to comply with the “Self-regulatory Guidelines for Listed Companies on Shenzhen Stock Exchange: No. 3 - Disclosure ofIndustry Information”.The derivative transactions carried out by the Group were mainly through options and forward in order to mitigate the currency exposure and the fluctuation in Israeli CPI. For

more details please refer to the section above.

(2) Investment in Derivative Financial Instruments for Speculation during the Reporting Period

□ Applicable √ Not Applicable

No such situation occurred during the Reporting Period.

21ADAMA Ltd. Semi-Annual Report 2025

5. Use of Raised Fund

□ Applicable √ Not applicable

None during the Reporting Period.VII. Sale of Major Assets and Equity Interests

1. Sale of Significant Assets

□ Applicable √ Not applicable

None during the Reporting Period.

2. Sale of Significant Equities

□ Applicable √ Not applicable

VIII. Main Controlled and Joint Stock Companies

√ Applicable □ Not applicable

List of main subsidiaries and stock-participating companies influencing over 10% of the net profits on

the Company

Unit: RMB’000

Name Type Registered Total Operating Operating Main services Net assets Net profit

capital assets revenues profit

Development

manufacturing and

marketing of

agrochemicals

Adama intermediate

Subsidiary 720085 42624316 12699959 13263012 (309059) (245725)

Solutions materials for other

industries food

additives and synthetic

aromatic products

mainly for export.Subsidiaries acquired or disposed during the Reporting Period

□ Applicable √ Not applicable

Explanations on the main controlled and joint stock companies

√ Applicable □ Not applicable

During the Reporting Period total sales of Solutions a wholly-owned subsidiary of the Company

amounted to $1845 million a decline of 2% reflecting an increase of 3% in volumes and a decrease of

3% in prices. Solutions’ net loss was $34 million in the first half of the year compared with net loss of

$137 million in the corresponding period last year. For detailed explanation of the performance movement

see above explanation of the Section.

22ADAMA Ltd. Semi-Annual Report 2025

IX. Structured Entities Controlled by the Company

□ Applicable √Not applicable

X. Risks Facing the Company and Countermeasures

The Group is exposed to several major risk factors resulting from its economic environment the industry

and the Group's unique characteristics as follows (the order below does not indicate priority):

Exchange rate fluctuations

Although the Company reports its consolidated financial statements in RMB the Company’s material

subsidiary Solutions reports its consolidated financial statements in US dollars which is its functional

currency while its operations sales and purchases of raw materials are carried out in various currencies.Therefore fluctuations in the exchange rate of the selling currency against the purchasing currency

impact the Company’s results. The Group's most significant exposures are to the Euro the Israeli Shekel

and the Brazilian Real. The Group has lesser exposures to other currencies. The strengthening of the US

dollar against other currencies in which the Company operates reduces the dollar value of such sales

and vice versa.On an annual basis approximately 22% of the Group’s sales are to the European market and therefore

the impact of long-term trends on the Euro may affect the Company's results and profitability.Analyses of currency exposure from foreign currency exchange rate fluctuations against assets liabilities

and cash flow denominated in foreign currencies are done constantly. High volatility of the exchange

rates of these currencies could increase the costs of transactions to hedge against currency exposure

thereby increasing the Company's financing costs.The Group uses commonly accepted financial instruments to hedge most of its substantial net balance

sheet exposure to any particular currency. Nonetheless since as part of these operations the Group

hedges against most of its balance sheet exposure and only against part of its economic exposure

exchange rate volatility might impact the Group’s results and profitability. As of the date of publication of

this Report the Group has hedged most of its balance sheet exposure.In addition as the Company’s product sales depend directly on the cyclical nature of the agricultural

seasons therefore the Company’s income and its exposure to the various currencies is not evenly

distributed over the year. Countries in the northern hemisphere have similar agricultural seasons and

therefore in these countries the highest sales are usually during the first half of the calendar year. During

this period the Company is most exposed to the Euro. In the southern hemisphere the seasons are

opposite and most of the local sales are carried out during the second half of the year. During these

months most of the Company's exposure pertains to the Brazilian Real.Exposure to Interest rate Israel CPI and NIS exchange rate fluctuations

The debentures issued by Solutions the material subsidiary of the Company are Israeli Shekel based

and linked to the Israel Consumer Price Index “CPI” and therefore an increase in the CPI and an

appreciation of the shekel rate against the dollar might lead to a significant increase in its financing

expenses. In addition high volatility of the exchange rate of USD/NIS and expectations of material

changes in the inflation rate may increase the costs of hedging transactions on currency exposure and

as a result may lead to a further increase in the company's financing costs. As of the date of approval of

the financial statements Solutions hedged most of its exposure to these risks on an ongoing basis

23ADAMA Ltd. Semi-Annual Report 2025

through CPI hedging and USD-ILS exchange rate hedging transactions.In addition inflation in several global markets has a cross effect on the business results of the Group

since on one hand it contributes to the Group's ability to increase the sale price of its products but on

the other hand it may increase the Group's production costs and operating expenses. As of the date of

the Report the Group is unable to isolate the influence of inflation on its sale prices and its costs. The

Group estimates that the cumulative cross influence of inflation does not have a material effect on to its

financial results.Since December 31 2021 the Group have had dollar denominated liabilities bearing variable interest

rates previously based on LIBOR exposing it to interest rate fluctuations. Following the global transition

away from LIBOR the Company monitors its exposure and periodically evaluates hedging strategies. As

of January 1 2022 SOFR (USD) ESTR (EUR) and SONIA (GBP) have replaced LIBOR as alternative

risk-free rates. As of the date of publication of this Report the Group has not carried out hedging for such

exposure since US dollar interest rates have been relatively stable.In addition the effect of interest changes on the debt that serves the Group’s working capital is seasonal.Such debt bears a variable interest but has no material effect on the Group’s financing expenses. As a

result the net increase in interest rate does not have a material effect on the Group’s business.Business operations in emerging markets

The Group conducts business - mainly product sales and raw material procurement - inter alia in

emerging markets such as Latin America (particularly in Brazil the largest market country wise in which

the Group operates) Eastern Europe Southeast Asia and Africa. The Group's activity in emerging

markets is exposed to risks typical of those markets including: political and regulatory instability; volatile

exchange rates; economic and fiscal instability and frequent revisions of economic legislation; relatively

high inflation and interest rates; terrorism or war; restrictions on import and trade; differing business

cultures; uncertainty as to the ability to enforce contractual and intellectual property rights; foreign

currency controls; governmental price controls; restrictions on the withdrawal of money from the country;

barter deals and potential entry of international competitors and accelerated consolidations by large-scale

competitors in these markets. Developments in these regions may have a significant effect on the Group's

operations. Distress to the economies of these markets could impair the ability of the Group's customers

to purchase its products or the ability to market them at international market prices as well as harm the

Group's ability to collect customer debts in a way that could have a significant adverse effect on the

Group's operating results.The Group’s operations in multiple regions allows for the diversification of such risks and for the reduction

of its dependency on particular economies. In addition changes in registration requirements or

customers' preferences in developed western countries which may limit the use of raw materials

purchased from emerging economies may require redeployment of the Group's procurement

organization which might negatively affect its profitability for a certain period.Operating in a competitive market

The crop protection products industry is highly competitive. Currently seven multinational companies

including the Company lead the global industry. Five of these Bayer Syngenta Corteva BASF and

FMC are Originator Companies which develop manufacture and market both patent-protected as well

as off-patent products. The Group competes with the original products with the aim of maintaining and

increasing its market share.The Originator Companies possess resources enabling them to compete aggressively in the short-to-

24ADAMA Ltd. Semi-Annual Report 2025

medium term on price and profit margins so as to protect their market share. Loss of market share or

inability to acquire additional market share from the Originator Companies can affect the Group's position

in the market and adversely affect its financial results. For details regarding the Group’s competitive

advantages see section III - subsection II. Core competitiveness analysis above.Similarly the Group also competes in the more decentralized off-patent segment of the market against

other off-patent companies and smaller-scale Originator Companies which have significantly grown in

number in recent years and are materially changing the face of the crop protection industry the majority

of whom have not yet deployed global distribution networks and are only active locally. These companies

often price their products aggressively and at times have lower profit margins than the Group which may

adversely impact the Group's sales and product prices. The Group's ability to maintain its revenues and

profitability from a specific product in the long term is affected by the number of companies producing

and selling comparable off-patent products and the timing of their entrance to the relevant market.Any delay in developing or obtaining registrations for products and/or delayed penetration into markets

and/or growth of competitors that focus on off-patent active ingredients (whether by the expansion of their

product portfolio granting registrations to other manufacturers (including manufacturers in China and

India) to operate in additional markets transforming their distribution network to a global scale or

increasing the competition for distribution access) and/or difficulty in purchasing low cost raw materials

may harm the Group’s sales affect its global position and lead to price erosion.Decline in scope of agricultural activities; Climate change and exceptional changes in weather

conditions

The scope of general agricultural activities worldwide may be negatively affected by many exogenous

factors some resulting from climate change including but not limited to extreme weather conditions

natural disasters a decrease in agricultural commodity prices government policies and the economic

condition of farmers. A material decline in the scope of agricultural activities would by necessary

implication cause a decline in the demand for the Group’s products erosion of its prices and collection

difficulties which may have a significant adverse effect on the Group's results. Extreme weather

conditions both chronic and acute as well as other damages caused by nature may have an impact on

the demand for the Group's products as well as to price thereof. For example drought may reduce the

need for fungicides which could result in fewer sales and greater unsold inventories in the market

whereas excessive rain could lead to increased plant disease or weed growth requiring growers to

purchase and use more crop protection products. Drought and/or increased temperatures may change

insect pest pressures requiring growers to use more less or different insecticides. Climate change may

increase the frequency or intensity of extreme weather such as storms floods heat waves droughts and

other events that could affect the demand for the Company’s products. The Group believes that should

extreme weather conditions or a number of such bad seasons occur in succession without favorable

seasons in the interim its results may sustain significant harm.Environmental health and safety legislation standards regulation and exposure

Many aspects of the Group's operations are strictly regulated including in relation to production and

trading and particularly in relation to the storage treatment manufacturing transport usage and disposal

of its products their ingredients and byproducts some of which are considered hazardous. The Group's

activities involve hazardous materials. Defective storage or handling of hazardous materials may cause

harm to human life or to the environment in which the Group operates. The regulatory requirements

regarding the environment health and safety could inter alia include soil and groundwater clean-up

requirements; as well as restrictions on the volume of the hazardous materials permitted to be stored in the Group’s

25ADAMA Ltd. Semi-Annual Report 2025

facilities and type of emissions the Group is permitted to discharge into the air and water.The regulatory requirements applicable to the Group vary from product to product and from market to

market and tend to become stricter with time. In recent years both government authorities and

environmental protection organizations have been applying increasing pressure including through

investigations and indictments as well as increasingly stricter legislative proposals and class action suits

related to companies and products that may potentially pollute the environment. Compliance with these

legislative and regulatory requirements and protection against such legal actions requires the Group to

commit considerable human and financial resources (both in terms of substantial ongoing costs and in

terms of material one-time investments) to meet mandatory environmental standards. In some instances

this may result in delaying the introduction of products into new markets or in adverse effects on the

Group’s profitability. In addition the toughening material alteration or revocation of environmental

licenses or permits or their stipulations or the inability to obtain such licenses and permits may

significantly affect the Group's ability to operate its production facilities which in turn may have a material

adverse effect on the financial and business results of the Group. The Group may be required to bear

significant civil liabilities (including due to class actions) or criminal liabilities (including high penalties

and/or high compensation payments and/or costs of environmental monitoring and rehabilitation)

resulting from violation of environmental health and safety regulations while some of the existing

legislation may impose “strict liability” regime on the Group i.e. the Group will be held liable regardless

of proof of negligence or malice.While the Group invests material sums in adapting its facilities and in constructing special facilities in

accordance with environmental requirements it is currently unable to assess with any certainty whether

these investments (current and future) and their outcomes may satisfy current or future requirements

should these be significantly increased or changed. In addition the Group is unable to predict with any

certainty the extent of future costs and investments it may incur in order to meet the requirements of the

environmental authorities in the relevant countries in which it operates since inter alia the Group is

unable to estimate the extent of potential pollutions their duration the extent of the measures required

to be taken by the Group in handling them the division of responsibility among other parties and the

amounts recoverable from third parties.Furthermore the Group may be the target of bodily injury claims and property damage claims caused by

exposure to hazardous materials which are largely covered under the Group’s insurance policies.The Group is evaluating both transition and physical risks related to climate change. Physical chronic and

acute risks to ADAMA production assets activities and products are being evaluated with the PCRAM

methodology. The Company has been assessing the transition risks including the carbon taxes.Additional transition risks include the adaptation of novel technologies aimed at reducing carbon

emissions.In addition regarding products that are exported to Europe the Group may be subject to the EU Carbon

Border Adjustment Mechanism (CBAM). As of this date the Group’s products are not subject to the first

phase of the CBAM.Legislative standard and regulatory changes in product registration

The majority of the substances and products marketed by the Group require registration at various stages

of their development production import utilization and marketing and are also subject to strict regulatory

supervision by the regulatory authorities in each country. Compliance with the regulatory requirements

that vary from country to country and which are becoming more stringent with time involves significant

26ADAMA Ltd. Semi-Annual Report 2025

time and costs and rigorous compliance with individual registration requirements for each product.Noncompliance with these regulatory requirements might materially adversely affect the Group’s

expenses cost structure and profit margins as well as penetration of its products in the relevant market

and may even lead to suspension of sales of the relevant product and recall of those products already

sold or to legal action. Moreover to the extent new regulatory requirements are imposed on existing

registered products (requiring additional investment or leading to the existing registration's revocation)

and/or the Group is required to compensate another company for its use of the latter's product registration

data these might amount to significant sums considerably increasing the Group's costs and adversely

affecting its results and reputation. In recent years the industry has been suffering from revocation of

registration for many products around the world. This trend is particularly evident in European countries

as well as in many other countries worldwide.Nevertheless the Group believes that in countries where the Group maintains a competitive edge any

toughening of registration requirements may actually increase this edge since this will make it difficult for

its competitors to penetrate the same market whereas in countries in which the Group possesses a small

market share if any such toughening may make further penetration of the Group's products into that

market more difficult.Product liability

Product and producer liability are a risk for the Group. Regardless of their prospects or actual results

product liability lawsuits might involve considerable costs as well as tarnish the Group's reputation thus

potentially impacting its profits. The Group has a third-party and defective product liability insurance cover.However there is no certainty that the scope of insurance cover is sufficient. Any future product liability

lawsuit or series of lawsuits could materially affect the Group’s operations and results should the Group

lose the lawsuit or should its insurance cover not suffice or apply in a particular instance. In addition

while the Group has not currently encountered any difficulty renewing such insurance policy it is possible

that it will encounter future difficulties in renewing an insurance policy for third party liability and defective

products on terms acceptable to the Group.Successful market penetration and product diversification

The Group’s growth and profit margins are affected inter alia by the extent of its success in developing

differentiated products and obtaining registrations for them so as to enable it to gain market share at the

expense of its competitors. Usually being the first to launch a certain off-patent product affords the Group

continuing advantage even after other competitors penetrate the same market. As such the Group's

revenues and profit margins from a certain new off-patent product could be materially affected by its

ability to launch such product ahead of the launch of a comparable product by its competitors.Should new products fail to meet registration requirements in the different countries or should it take a

long period of time to obtain such registrations the Group's ability to successfully introduce a new product

to the relevant market in the future may be affected since entry into the market prior to other competitors

is important for successful market penetration. Furthermore successful market penetration involves inter

alia product diversification in order to suit each market's changing needs. Therefore if the Group fails to

adapt its product mix by developing new products and obtaining the required regulatory approvals its

future ability to penetrate that market and to maintain its existing market share could be affected. Failure

to introduce new products to given markets and meet Group objectives (given the considerable time and

resources invested in their development and registration) might affect the sales of the product in question

in the relevant market the Group’s results and margins.

27ADAMA Ltd. Semi-Annual Report 2025

Intellectual property rights of the Group and of third parties

The Group's ability to develop off-patent products is dependent inter alia on its ability to oppose patents

or patent application of Originator Companies or other third parties or to develop products that do not

otherwise infringe intellectual property rights in a manner that may involve significant legal and other

costs. Originator Companies tend to vigorously defend their products and may attempt to delay the launch

of competing off-patent products by registering patents on slightly different versions of products for which

the original patent protection is about to expire or has expired with the aim of competing against the off-

patent versions of the original product. The Originator Companies may also change the branding and

marketing of their products. Such actions may increase the Group's costs and the risk it entails and harm

or even prevent its ability to launch new products.The Group is also exposed to legal claims that its products or production processes infringe on third-party

intellectual property rights. Such claims may involve time costs substantial damages and management

resources impair the value of the Group's brands and its sales and adversely affect its results. Such

lawsuits that were concluded involved non-material amounts.Furthermore although the Group protects its brands and trade secrets with patents trademarks and other

methods of intellectual property protection these protective means may not be sufficient for fully

safeguarding its intellectual property. Any unlawful or other unauthorized use of the Group's intellectual

property rights could adversely affect the value of its intellectual property and goodwill. In addition the

Group may be required to take legal actions involving financial costs and resources to safeguard its

intellectual property rights.Fluctuations in raw material inputs and prices and in sales costs

Significant percentage of the Groups’ cost of sales derives from raw material costs. Hence significant

increases or decreases in raw material costs affect the cost of goods sold and are due to the length of

the Company’s inventory cycle generally reflected in the Company’s financials. Most of the Group's raw

materials are distant derivatives of oil prices and therefore extreme changes or decrease in oil prices

may affect the costs of raw materials although only partially.To reduce exposure to fluctuations in the prices of raw materials the Group customarily engages in long-

term purchase contracts for key raw materials wherever possible. Similarly the Group acts to adjust its

sales prices wherever possible to reflect the changes in the costs of raw materials.As of the date of approval of the financial statements the Group has not engaged in any hedging

transactions against increases in oil and other raw material costs.Exposure due to recent developments in the genetically modified seeds market

Any significant development in the market of genetically modified seeds for agricultural crops including

as a result of regulatory changes in certain countries currently prohibiting the use of genetically modified

seeds and/or any significant increase in the sales of genetically modified seeds and/or to the extent new

crop protection products are developed for further crops that would be widely used (substituting traditional

products) will affect demand for crop protection products requiring the Group to respond by adapting its

product portfolio to the new demand structure. Consequently to the extent that the Group fails to adapt

its product mix accordingly this may reduce demand for its products erode their sales price and by

implication affect the Group’s results and market share.Nevertheless the fact that the Group itself markets some of the products for which herbicide tolerance

traits have been developed acts to mitigate this exposure (albeit only in terms of marketing margins).In addition natural and/or biological substances that attack weeds pests and diseases are potential

28ADAMA Ltd. Semi-Annual Report 2025

alternatives for the Company’s products though as of the date of the report their efficiency is relatively

limited and they are commercialized in a relatively small volumes.Operational risks

The Group’s operations including its manufacturing activities rely inter alia on state-of-the-art computer

systems. The Group continually invests in upgrading and protecting these systems from malfunctions and

attack. Any unexpected failure of these systems as well as the integration of new systems could involve

substantial costs and adversely affect the Group's operations until completion of the repair or integration.The potential occurrence of a substantial failure that cannot be repaired within a reasonable time frame

may also affect the Group's operations and its results. Currently the Group has a property and loss-of-

profit insurance policy.The Group's production capacity is affected among others by its facilities’ output and individual area and

time allocation at full capacity. The Group's Multi-purpose facilities provide manufacturing flexibility and

enable the Group to prepare for the manufacturing of new products. Although the Group believes that its

existing sites have sufficient facilities and land areas to expand its production capacity if necessary in

the case of immediate or short-term increases in demand for new products supply may be delayed due

to lack of capacity to meet demand for such new products.Data protection and cyber security

During its activity the Group may be exposed to risks and threats related to the stability of its information

technologies systems data protection and cyber security which could appear in many different forms

(such as service denial misleading employees malfunction encryption or data erasing and other cyber-

attacks via E-mail or malicious software). An attack on such computerized systems mainly network based

systems may cause the group material damages and expenses and even partial suspension and

disruption of their proper functioning. In order to minimize the abovementioned risks the group invests

resources in its technological resilience and in proper protection of its systems.Raw material supply and/or shipping port service disruptions and inventory

Lack of raw materials or other inputs utilized in the manufacture of the Group’s products may prevent the

Group from supplying its products or significantly increase production costs. Moreover the Group imports

raw materials to its production facilities worldwide from where it then exports the technical or formulated

products to its subsidiaries around the world for formulation and/or commercialization purposes.Disruptions in the supply of raw materials from regular suppliers may adversely affect operations until an

alternative supplier is engaged. If any of the Group's suppliers are unable to supply raw materials for a

prolonged period including due to ongoing disruptions and/or prolonged strikes and/or infrastructure

defects in the operating of a relevant port and if the Group is unable to engage with an alternative supplier

at similar terms and in accordance with the relevant product registration requirements this may adversely

affect the Group's results significantly affect its ability to obtain raw materials in general or obtain them

at reasonable prices as well as limit its ability to supply products and/or meet customer supply deadlines.These might negatively affect the Group its finances and operating results. In order to reduce this risk it

is the Group's practice to occasionally adjust the volume of its product inventories or in certain scenarios

to increase the levels of inventory held by the Company to overcome possible supply shortages logistic

challenges and increases in cost of inventory as mentioned above in order to support expected future

sales. Additionally in the case of fluctuations in the market prices for inventory held by the Company this

may affect its finances and operating results. In addition war regional conflicts acts of terror and/or

governmental instability around the world may negatively impact the Company's operations. This may

29ADAMA Ltd. Semi-Annual Report 2025

result among others in the suspension of operations or the shutdown of affected facilities hence causing

production and distribution delays loss of property injury to employees and increased insurance

premiums.Failed mergers and acquisitions; difficulties in integrating acquired operations

The Group's strategy may include selective mergers acquisitions investments and collaborations to

enhance and strengthen its presence in certain markets. When pursuing such opportunities effective

integration with market conditions profitability forecasts and competition are key considerations.Challenges in implementation or deviations from forecasts may impact the expected value customer

retention liability exposure and the valuation of intangible assets related to a merger or acquisition as

well as affect the retention of skilled personnel resources.Production concentration in limited plants

A large portion of the Group’s production operations is concentrated in a relatively small number of

locations. Natural disasters hostilities labor disputes substantial operational malfunction or any other

material damage might significantly affect Group operations as a result of the difficulty the time and

investment required for relocating the production operation or any other activity.International taxation

Most of the Group’s sales are global through its consolidated subsidiaries worldwide. These individual

companies are assessed in accordance with the tax laws effective in each respective location. The

Group’s effective tax rate could be significantly affected by different classification or attribution of the

profits arising from the proportional value of the components of each of the companies in the Group in

the various countries as is recognized in each tax jurisdiction; changes in the characteristics (including

regarding the location of control and management) of these companies; changes in the breakdown of the

Group's profits into regions where differing tax rates apply; changes in statutory tax rates and other

legislative changes; changes in assessment of the Group's deferred tax assets or deferred tax liabilities;

changes in determining the areas in which the Group is taxed; and potential changes in the Group's

organizational structure.Changes in tax regulations and the manner of their implementation including with regard to the

implementation of BEPS may lead to a substantial increase in the Group's applicable tax rates and have

a material adverse effect on its financial position results and cash flows.Risks arising from the Group’s debt

The Group finances its business operations by means of its own equity and loans from external sources

(primarily traded debentures issued by Solutions bank credit and credit from related parties). The Group's

main source for servicing the debt and its operating expenses is by means of the profits from the Group

companies’ operations. Restrictions applying to the Group companies regarding distribution of dividends

to the Group or the tax rate applicable on these dividends may affect the Group's ability to finance its

operations and service its debt.In addition the Group's Finance Documents as contained in the bank credit agreements require meeting

certain Financial Covenants. Failure to meet these covenants due to an exogenous event or non-

materialization of Group forecasts and insofar as the financing parties refuse to extend or update these

Financial Covenants as per the Group’s capabilities may lead the financing parties to demand the

immediate payment of these liabilities (or part thereof).Exposure to customer credit risks

The Group’s sales to customers worldwide usually involve customer credit as is customary in each market.

30ADAMA Ltd. Semi-Annual Report 2025

A portion of these credit lines is insured while the remainder are exposed to risk particularly during

economic slowdowns in the relevant markets. The Group’s aggregate credit however is diversified

among many customers in dozens of countries mitigating this risk. In addition in certain regions

particularly in South America credit days are particularly long (compared to those extended to customers

in regions such as Europe) and on occasion inter alia owing to agricultural seasons or economic

downturns in those countries the Group may encounter difficulty in timely collection of customer debts

with the collection period being extended over several years.Generally such issues arise more often in developing countries where the Group may be less familiar

with its customers the collaterals might be in double until actual repayment and the insurance cover of

these customers is likely to be limited. Credit default by any of the customers may negatively impact the

Group's cash flow and financial results.The Group’s working capital and cash flow needs

Similar to other companies operating in the crop protection industry the Group has substantial cash flow

and working capital requirements in the ordinary course of operations. In view of the Group's growth and

considering its primary growth regions the Group’s broad product portfolio and the Group’s investments

in manufacturing infrastructures the Group has significant financing and investment needs. The Group

acts continually to improve the state and management of its working capital. While currently the Group is

in compliance with all its financial covenants significant deterioration of its operating results may in the

future lead the Group to fail to comply with its financial covenants and fail to meet its financial needs. As

a result the Group's ability to meet its goals and growth plans as well as its ability to meet its financial

obligations may be harmed.Contagious disease outbreak

Outbreak of a contagious disease and pandemics or other adverse public health developments in

territories where significant production activity is taking place or from which raw materials are supplied to

a significant extent may have a material adverse effect on the Company’s activity such that the Company

may encounter difficulties with procurement of raw materials and intermediates experience a certain

decrease of activity within its production facilities due to governmental instructions and be constrained

with respect to its logistics and supply lines. In addition the Company sales could be potentially impacted

by a temporary decrease in demand for its products as well as by temporary disruption of the Company’s

ability to sell and distribute products as mentioned above.XI. Development and Implementation of Market Cap Management Policy and

Valuation Enhancement Plan

Has the Company developed Market Cap Management Policy

□Yes √ No

Has the Company disclosed Valuation Enhancement Plan

√Yes □No

On March 12th 2025 the 10th Meeting of the 10th Session of the BOD approved the Valuation

Enhancement Plan which was disclosed at www.cninfo.com.cn on March 14th 2025 at Announcement

No. 2025-13. For details please refer to the announcement.

31ADAMA Ltd. Semi-Annual Report 2025

XII. Implementation and enforcement of the ‘Action Campaign to Upgrade Both

Business Quality and Return’

Whether the Company has disclosed the announcement about the ‘Action Campaign to Upgrade Both

Business Quality and Return’

□ Yes √ No

32ADAMA Ltd. Semi-Annual Report 2025

Section IV - Corporate Governance Environment and Society

I. Changes in Directors Supervisors and Senior Management

□Applicable √ Not applicable

There were no changes in directors supervisors and senior management during the Reporting Period

please refer to the 2024 Annual Report for details.II. Basic Information on the Profit Distribution and Converting Capital Reserve into

Share Capital in the Reporting Period

□ Applicable √ Not applicable

For the Reporting Period the Company does not plan to distribute cash dividends or bonus shares or

convert capital reserve into share capital.III. Stock Incentive Plans ESOP or Other Employee Incentives

□ Applicable √ Not applicable

To the date of the report the Company does not have stock incentive plans ESOP or other staff incentives.It shall be noted that the Company’s subsidiary Adama Solutions currently has several long-term

incentive plans according to which it has granted long-term cash rewards to executive officers and

employees. These long-term incentive plans are based either on the performance of the Company's

shares (phantom cash incentives) and/or the Company's performance. Adama Solutions has further

adopted an incentive plan linked to the increase in the Syngenta Group EBITDA.IV. Environmental Information Disclosure

Whether the listed company and its main subsidiaries are included in the list of enterprises that are

required to disclose environmental information by the law

√ Yes □No

Number of enterprises included in the

list of enterprises that are required to

4

disclose environmental information by

the law

No. Company Name Index for disclosure of environmental reports

2024 Annual Report disclosed on the “Enterprise Environmental Information

1 ADAMA Ltd. Disclosure System (Hubei Province)”

Enterprise Environmental Information Disclosure System (Hubei Province)

2024 Annual Report disclosed on the “Enterprise Environmental Information

2 ADAMA Anpon (Jiangsu) Ltd. Disclosure System (Jiangsu Province)”

Enterprise Environmental Information Disclosure System (Jiangsu Province)

33ADAMA Ltd. Semi-Annual Report 2025

2024 Annual Report disclosed on the “Enterprise Environmental InformationMaidao Branch of ADAMA Anpon

3 Disclosure System (Jiangsu Province)”

(Jiangsu) Ltd.Enterprise Environmental Information Disclosure System (Jiangsu Province)

2024 Annual Report disclosed on the “Enterprise Environmental Information

4 ADAMA Huifeng (Jiangsu) Ltd. Disclosure System (Jiangsu Province)”

Enterprise Environmental Information Disclosure System (Jiangsu Province)

V. Social Responsibilities

In serving China’s national rural revitalization strategy ADAMA actively fulfills its corporate social

responsibilities and participates in the activities of the national science and technology special

delegations providing targeted assistance to Jinchuan County in Aba Prefecture Sichuan Province and

Danfeng County in Shangluo City Shaanxi Province. In April 2025 at the training of the national science

and technology special delegation held in Jinchuan County an agronomist from ADAMA sales team

shared the know-how on pest and disease classification and explained the key points in identification

prevention and control schemes for common pests and diseases of important local crops especially the

timing solutions and key points in using crop protection products transforming cutting-edge pest and

disease control technology into easy-to-understand practical solutions. In June ADAMA’s agronomist

representative in the national special delegation went to Danfeng County to provide technical guidance

for the development of the local edible mushroom and grape industries assisting in rural revitalization

and gaining recognition from the local agricultural and rural bureau. In the first half of 2025 the Company's

subsidiary ADAMA Anpon assisted Yuanzhuang Village in Huai’an City which is the designated

assistance target in cleaning up river channels and dredging drainage ditches. They also helped the

village equip with environmental sanitation facilities to improve the living environment and carried out

lighting renovation of rural roads.

34ADAMA Ltd. Semi-Annual Report 2025

Section V - Significant Events

I. Commitments completed by the Company the shareholders the actual controllers the purchasers or other related

parties during the Reporting Period and those which should have been completed failed to be fulfilled during the

Reporting Period

√ Applicable□ Not applicable

Note: No commitment that should have been completed during the Reporting Period failed to be timely fulfilled. For details of the on-going commitments

please refer to the 2024 Annual Report published on the website www.cninfo.com.cn on March 14 2025. Commitments completed during the Reporting

Period are listed below.Commitment Commitment Time of making Period of

Commitment Contents Fulfillment

maker type commitment commitment

Based on a preliminary review ChemChina believes The commitment

that Syngenta A.G. and ADAMA may have horizontal party fulfilled and

competition to some extent. It will further analyze complied with the

confirm and specify if the two companies share the commitments by way

Commitment

same or similar businesses and products in terms of of entrusted

in the

business content suppliers and customers product management (Note

acquisition Commitments

substitution processes and core technologies and January 7 1):Syngenta AG

report or the ChemChina on horizontal January 7 2020

distribution channels etc. If the result will be positive 2025 (SAG) entered into a

report on competition

ChemChina will gradually solve the issue within 5 Entrusted

equity

years after the issuance of this Letter by taking Management

changes

appropriate measures including but not limited to Agreement with the

internal asset restructuring industrial planning and Company whereby

business structure adjustment technology SAG has entrusted

transformation and product upgrading market the Company with

35ADAMA Ltd. Semi-Annual Report 2025

Commitment Commitment Time of making Period of

Commitment Contents Fulfillment

maker type commitment commitment

segmentation or other feasible solutions in the right and

accordance with the requirements of securities laws responsibility of

and regulations and industry policies. managing the

entrusted business

of overlapping

products between

the Company and

SAG.I. Companies that are controlled by Syngenta Group The commitment

and have horizontal competition with ADAMA party fulfilled and

complied with the

After reviewing as of the date of issuance of the commitments by way

commitment letter there is a small amount of overlap of entrusted

in the field of off-patent crop protection products management (Note

between SAG a subsidiary of Syngenta Group and 1):1. SAG entered

the Company and a small amount of overlap in the into a Entrusted

field of active ingredients and formulation products Management

Other between Yangnong Chemical Co. Ltd. (hereinafter Agreement with the

commitments Commitments referred to as "YN Chemical") and the Company. In Company whereby

to the Syngenta on Horizontal both cases such small overlap is not causing a November 1 January 7 SAG has entrusted

company's Group Competition negative impact on any of the subject companies. 2021 2025 the Company with

minority

shareholders Except for the aforementioned scenarios the major

the right and

business of Syngenta Group and other companies responsibility of

controlled by Syngenta Group does not operate the managing the

same or similar business with the Company. entrusted business

of overlapping

II. Commitment and timetable to address the products between

horizontal competitions mentioned above the Company and

SAG. 2. YN

In accordance with and in compliance with the

Chemical entered

applicable laws regulations and relevant regulatory

into a Entrusted

requirements then in effectiveness Syngenta Group

36ADAMA Ltd. Semi-Annual Report 2025

Commitment Commitment Time of making Period of

Commitment Contents Fulfillment

maker type commitment commitment

will adopt appropriate measures to gradually solve the Management

horizontal competitions among SAG YN Chemical Agreement with the

and the Company within 5 years after the issuance of Company in respect

Supplemental Commitment Letter of China National of the overlapping

Chemical Corporation on Avoiding Horizontal products between

Competition with ADAMA by ChemChina on January the Company and

7 2020. The aforementioned solutions include but not YN Chemical YN

limited to: Chemical entrusts

the Company with

(1) Asset restructuring: adopt different methods

the right and

permitted by relevant laws regulations and regulatory

responsibility of

policies such as cash or issuance of shares to

managing the

purchase assets asset replacement asset transfer or

entrusted business

other feasible restructuring methods. Assets are

of some overlapping

sorted out and reorganized to eliminate the overlap of

products; in return

relevant businesses;

the Company

(2) Adjust industry planning and business structure: entrusts YN

sort out business boundaries realize business Chemical with the

differentiation through asset transactions business right and

divisions and other different methods including but responsibility of

not limited to business composition product grades managing the

application areas and customer groups. Syngenta entrusted business

Group will try its best to achieve differentiated of the rest of

business operations; overlapping

products.

(3) Technological transformation and product

upgrade: achieve product differentiation through

appropriate technological transformation and product

upgrade and Syngenta Group will try its best to

achieve differentiated operations;

(4) Market segmentation: signing agreements while

37ADAMA Ltd. Semi-Annual Report 2025

Commitment Commitment Time of making Period of

Commitment Contents Fulfillment

maker type commitment commitment

taking into consideration of the business and other

factors to appropriately divide the market;

(5) Entrusted management: by signing an entrustment

agreement one party will delegate the decision-

making and management involved in the operation of

the overlapped assets to the other party for unified

management;

(6) Establish a joint venture company: jointly establish

a company in an appropriate way;

(7) Other feasible solutions within the scope permitted

by relevant laws regulations and regulatory policies.The implementation of the above-mentioned

resolution is based on the implementation of the

necessary review procedures for listed companies

the approval procedures of the securities regulatory

authority and relevant authorities (including but not

limited to the antitrust review that may be applicable)

in accordance with relevant laws and regulations and

the information disclosure obligations should be

fulfilled according to relevant laws and regulations.Whether the

commitments

Yes please see “Fulfillment” in this table for details.are fulfilled on

time

If the

commitment is

overdue the

--

specific

reasons for

not completing

38ADAMA Ltd. Semi-Annual Report 2025

Commitment Commitment Time of making Period of

Commitment Contents Fulfillment

maker type commitment commitment

the

performance

and the next

work plan

should be

explained in

detail.Note 1: On November 6 2024 the Company held the 7th meeting of the 10th session of the Board of Directors to review the ‘Proposal on Signing of the Entrusted Management

Agreement with Related Parties’ and disclosed the ‘Announcement on the Signing of the Entrusted Management Agreement with Related Parties’ (No. 2024-55). On November

22 2024 the Company held the 3rd interim shareholders meeting in 2024 to review and approve the ‘Proposal on Signing of the Entrusted Management Agreement with Related

Parties’ Syngenta Group as a related party of the Company abstained from voting. On December 30 2024 the Company held the 9th meeting of the 10th session of the Board

of Directors to consider the ‘Proposal on Amendments to Certain Terms of the Entrusted Management Agreement’.The original entrusted management measure and its adjustment are concrete measures taken by ChemChina and Syngenta Group to fulfil its undertakings on the resolution of

the horizontal competition. ChemChina and Syngenta Group in accordance with the ways as set forth in the undertakings and through the aforementioned arrangement conferred

the management right of the Entrusted Business related to the Overlapping Products between the Company and SAG to the Company and conferred the management right of

the Entrusted Business related to the Overlapping Products between the Company and YN Chemical to the Company or YN Chemical respectively to fulfill the undertakings

made to the capital market and to protect the long-term interests of the Company.ChemChina and Syngenta Group have taken measures to effectively avoid conflicts of interest arising from horizontal competition and the interests of small and medium

shareholders of the Company can be effectively protected. The Company shall conscientiously implement the agreement and urge the counterparty to conscientiously implement

the agreement and safeguard the legitimate rights and interests of the Company and all shareholders.

39ADAMA Ltd. Semi-Annual Report 2025

II. Inadequate use of Company’s capital by the controlling shareholder or its

related parties for non-operating purposes

□ Applicable √ Not applicable

No such situation occurred during the Reporting Period.III. Illegal guarantee

□ Applicable √ Not applicable

None during the Reporting Period.IV. Engagement and Disengagement of CPA Firm

Has the semi-annual financial report been audited

□ Yes √ No

This Semi-Annual Report is unaudited.V. Explanations Given by the Board of Directors and Board of Supervisors

Regarding “Modified Auditor’s Report” Issued by CPA Firm for the Reporting

Period

□ Applicable √ Not applicable

VI. Explanations Given by Board of Directors Regarding “Modified Auditor’s Report”

Issued for Last Year

□ Applicable √ Not applicable

VII. Bankruptcy and Restructuring

□ Applicable √ Not applicable

None during the Reporting Period.

40ADAMA Ltd. Semi-Annual Report 2025

VIII. Litigation and Arbitration Matters

Material litigations or arbitrations:

□Applicable √Not applicable

The Company didn’t have material litigation or arbitration during the reporting period.Other litigations or arbitrations:

√Applicable □Not applicable

Whether to

Amount

generate Result of the Litigation Enforcement of the

Overview of Litigation (or Involved Progress of Litigation (or Disclosure

any (or Arbitration) and the Litigation (or Arbitration) Disclosure Index

Arbitration) (RMB Arbitration) Date

estimated Impact Judgement

'0000)

liabilities

The Company filed an 6454 No In April 2025 Shanghai The Company shall make On June 30 2025 the April 4

Announcement on the

arbitration application with International Arbitration accounting treatment in Company signed an 2025

Progress of the

Shanghai International Center rendered an award in accordance with the agreement with Jiangsu

Arbitration Matters

Economic and Trade respect of the arbitration relevant provisions of the Huifeng stipulating that the

about Fulfillment of

Arbitration Commission according to which the Accounting Standards for mutual payments

Performance

(Shanghai International respondent shall pay the Business Enterprises determined by the arbitral

Commitments Related

Arbitration Center) as the Company the price and the specific results of tribunal in this case and the

to a Controlled

applicant requesting that adjustment payment of the treatment and the case of payment for equity

Subsidiary

Jiangsu Huifeng Bio- RMB45000000 yuan the impact on the Company's transfer between the

(Announcement No.

agriculture Co. Ltd. (the damage compensation for profit for the current and Company and Jiangsu

2025-16)

"respondent") pay the failure to pay the price the following periods shall Huifeng shall be offset

Company the price adjustment amount on time be subject to the final against each other. Disclosed at the website

adjustment payment of and a certain proportion of audit results of the According to the above CNINFO

RMB 64535827 yuan the fees for the attorney and the accounting firm. The agreement after

www.cninfo.com.cn

compensation for the arbitration as well as other Company does not expect calculation Jiangsu

41ADAMA Ltd. Semi-Annual Report 2025

Whether to

Amount

generate Result of the Litigation Enforcement of the

Overview of Litigation (or Involved Progress of Litigation (or Disclosure

any (or Arbitration) and the Litigation (or Arbitration) Disclosure Index

Arbitration) (RMB Arbitration) Date

estimated Impact Judgement

'0000)

liabilities

losses attorney fee and all expenses incurred by the material impact on its Huifeng shall pay the offset

costs incurred by the Company for initiating the profit or loss. balance to the Company.applicant for initiating the case. On July 9 2025 Jiangsu

arbitration including the Huifeng has paid the

arbitration fee. balance of RMB 34669 to

the Company. The above

arbitration award has been

fully performed.The plaintiff requested that 92 No The Intermediate People's Given that the second / August 20

Announcement on

the three defendants (China Court of Wuhan Hubei instance of the litigation 2025

Voluntary Disclosure of

National Chemical Province heard the case in has not yet commenced

the Progress of the

Corporation Limited March 2025 and issued its as of now there is

Company’s Involvement

Syngenta Group Co. Ltd. first instance judgment in uncertainty as to the

in Litigation

and ADAMA Ltd.) be jointly August. The court ruled that decision and thus its

(Announcement No.

liable for the plaintiff's the plaintiff's claim lacked impact on the Company’s

2025-27)

investment losses of RMB factual and legal basis and profits for the current or

916135 caused to the was not validated. Therefore future periods. Disclosed at the website

plaintiff due to the failure to the court dismissed the CNINFO

complete the commitments plaintiff's claims and ordered

www.cninfo.com.cn

and the failure to fulfill the the plaintiff to bear the

information disclosure litigation costs for this case.obligations as well as the The Company received a civil

litigation costs. appeal because the plaintiff

has been dissatisfied with the

first-instance judgment. He

42ADAMA Ltd. Semi-Annual Report 2025

Whether to

Amount

generate Result of the Litigation Enforcement of the

Overview of Litigation (or Involved Progress of Litigation (or Disclosure

any (or Arbitration) and the Litigation (or Arbitration) Disclosure Index

Arbitration) (RMB Arbitration) Date

estimated Impact Judgement

'0000)

liabilities

has filed an appeal with Hubei

Provincial Higher People's

Court and requested that the

first-instance judgment be

revoked the case be

remanded for retrial or the

judgment be amended and

that the appellees bear the

litigation costs.No other significant litigation or arbitration during the reporting period.IX. Punishment and Rectification

□Applicable √Not applicable

None during the Reporting Period.X. Integrity of the Company its controlling shareholders and actual controller

□ Applicable √ Not applicable

43ADAMA Ltd. Semi-Annual Report 2025

XI. Material Related-Party Transactions

1. Related-Party Transactions in the ordinary course of business

√ Applicable □ Not applicable

Market price

Pricing Percentage Whether

Type of Approved of similar

principle of Value against exceeds

related Content of related transaction Settlement transactions Date of Index of the

Related party Relationship related Price (RMB transactions the

party party transaction quota (RMB methods if the announcement disclosure

party ‘0000) of the same approved

transaction ‘0000) Company

transaction kind quota

knows

Announcement

on Expected

Purchasing

Related-Party

Under the raw

Syngenta AG Transactions in

same control materials Purchase of raw Market Cash

and its Market price 42838 5.76% 118797 No N/A March 142025 the Ordinary

of Sinochem and products materials/products price Settlement

subsidiaries Course of

Holdings from related

Business in

parties

2025 (No.2025-

11)

Purchasing Announcement

Bluestar

Under the raw on Expected

(Beijing)

same control materials Purchase of raw Market Cash Related-Party

Chemical Market price - - 1 No N/A March 142025

of Sinochem and products materials/products price Settlement Transactions in

Machinery Co.Holdings from related the Ordinary

Ltd.parties Course of

Business in

44ADAMA Ltd. Semi-Annual Report 2025

Market price

Pricing Percentage Whether

Type of Approved of similar

principle of Value against exceeds

related Content of related transaction Settlement transactions Date of Index of the

Related party Relationship related Price (RMB transactions the

party party transaction quota (RMB methods if the announcement disclosure

party ‘0000) of the same approved

transaction ‘0000) Company

transaction kind quota

knows

2025 (No.2025-

11)

Announcement

on Expected

Purchasing

Related-Party

Jiangsu Under the raw

Transactions in

Huaihe same control materials Purchase of raw Market Cash

Market price 6914 0.93% 16500 No N/A March 142025 the Ordinary

Chemicals of Sinochem and products materials/products price Settlement

Course of

Co. Ltd. Holdings from related

Business in

parties

2025 (No.2025-

11)

Announcement

on Expected

Purchasing

Related-Party

Under the raw

Sinochem Oil Transactions in

same control materials Purchase of raw Market Cash

(Hainan) Market price 2351 0.32% 6250 No N/A March 142025 the Ordinary

of Sinochem and products materials/products price Settlement

Co. Ltd. Course of

Holdings from related

Business in

parties

2025 (No.2025-

11)

Purchase of raw Market Cash

Sinochem Under the Purchasing Market price - - 1250 No N/A March 142025 Announcement

materials/products price Settlement

Nengke same control raw on Expected

45ADAMA Ltd. Semi-Annual Report 2025

Market price

Pricing Percentage Whether

Type of Approved of similar

principle of Value against exceeds

related Content of related transaction Settlement transactions Date of Index of the

Related party Relationship related Price (RMB transactions the

party party transaction quota (RMB methods if the announcement disclosure

party ‘0000) of the same approved

transaction ‘0000) Company

transaction kind quota

knows

Carbon Assets of Sinochem materials Related-Party

Operation Holdings and products Transactions in

Co. Ltd. from related the Ordinary

parties Course of

Business in

2025 (No.2025-

11)

Announcement

on Expected

Purchasing

Related-Party

Sinochem Under the raw

Transactions in

Petrochemical same control materials Purchase of raw Market Cash

Market price 726 0.10% 1000 No N/A March 142025 the Ordinary

Sales of Sinochem and products materials/products price Settlement

Course of

Co. Ltd. Holdings from related

Business in

parties

2025 (No.2025-

11)

Announcement

Purchasing

on Expected

Under the raw

Sinochem Related-Party

same control materials Purchase of raw Market Cash

Hebei Market price - - 902 No N/A March 142025 Transactions in

of Sinochem and products materials/products price Settlement

Co. Ltd. the Ordinary

Holdings from related

Course of

parties

Business in

2025 (No.2025-

46ADAMA Ltd. Semi-Annual Report 2025

Market price

Pricing Percentage Whether

Type of Approved of similar

principle of Value against exceeds

related Content of related transaction Settlement transactions Date of Index of the

Related party Relationship related Price (RMB transactions the

party party transaction quota (RMB methods if the announcement disclosure

party ‘0000) of the same approved

transaction ‘0000) Company

transaction kind quota

knows

11)

Announcement

on Expected

Purchasing

Related-Party

Jiangsu Youjia Under the raw

Transactions in

Plant same control materials Purchase of raw Market Cash

Market price 8200 1.10% 25235 No N/A March 142025 the Ordinary

Protection of Sinochem and products materials/products price Settlement

Course of

Co. Ltd. Holdings from related

Business in

parties

2025 (No.2025-

11)

Announcement

on Expected

Purchasing

Hangzhou Related-Party

Under the raw

(Torch) Xidou Transactions in

same control materials Purchase of raw Market Cash

Door Film Market price 3 0.00% 6 No N/A March 142025 the Ordinary

of Sinochem and products materials/products price Settlement

Industry Course of

Holdings from related

Co. Ltd. Business in

parties

2025 (No.2025-

11)

Zhonglan Under the Purchasing Purchase of raw Market Cash Announcement

Market price 454 0.06% 566 No N/A March 142025

International same control raw materials/products price Settlement on Expected

Chemical of Sinochem materials Related-Party

47ADAMA Ltd. Semi-Annual Report 2025

Market price

Pricing Percentage Whether

Type of Approved of similar

principle of Value against exceeds

related Content of related transaction Settlement transactions Date of Index of the

Related party Relationship related Price (RMB transactions the

party party transaction quota (RMB methods if the announcement disclosure

party ‘0000) of the same approved

transaction ‘0000) Company

transaction kind quota

knows

Co. Ltd. Holdings and products Transactions in

from related the Ordinary

parties Course of

Business in

2025 (No.2025-

11)

Liaocheng Luxi Announcement

Polyol New on Expected

Purchasing

Material Related-Party

Under the raw

Technology Transactions in

same control materials Purchase of raw Market Cash

Co.Ltd. Market price 1788 0.24% 3750 No N/A March 142025 the Ordinary

of Sinochem and products materials/products price Settlement

Liaocheng Luxi Course of

Holdings from related

Methylamine Business in

parties

Chemical 2025 (No.2025-

Co. Ltd. 11)

Announcement

Purchasing

on Expected

Under the raw

Ningxia Ruitai Related-Party

same control materials Purchase of raw Market Cash

Technology Market price 7 0.00% 125 No N/A March 142025 Transactions in

of Sinochem and products materials/products price Settlement

Co.Ltd. the Ordinary

Holdings from related

Course of

parties

Business in

2025 (No.2025-

48ADAMA Ltd. Semi-Annual Report 2025

Market price

Pricing Percentage Whether

Type of Approved of similar

principle of Value against exceeds

related Content of related transaction Settlement transactions Date of Index of the

Related party Relationship related Price (RMB transactions the

party party transaction quota (RMB methods if the announcement disclosure

party ‘0000) of the same approved

transaction ‘0000) Company

transaction kind quota

knows

11)

Announcement

on Expected

Purchasing

Related-Party

Under the raw

Transactions in

same control materials Purchase of raw Market Cash

Sinofert Market price 63 0.01% 125 No N/A March 142025 the Ordinary

of Sinochem and products materials/products price Settlement

Course of

Holdings from related

Business in

parties

2025 (No.2025-

11)

Announcement

on Expected

Purchasing

Related-Party

Under the raw

Transactions in

Sinochem same control materials Purchase of raw Market Cash

Market price 1080 0.15% 4253 No N/A March 142025 the Ordinary

Agro Co.Ltd. of Sinochem and products materials/products price Settlement

Course of

Holdings from related

Business in

parties

2025 (No.2025-

11)

Jiangsu Under the Purchasing Purchase of raw Market Cash Announcement

Market price 33 0.00% 17088 No N/A March 142025

Yangnong same control raw materials/products price Settlement on Expected

Chemical of Sinochem materials Related-Party

49ADAMA Ltd. Semi-Annual Report 2025

Market price

Pricing Percentage Whether

Type of Approved of similar

principle of Value against exceeds

related Content of related transaction Settlement transactions Date of Index of the

Related party Relationship related Price (RMB transactions the

party party transaction quota (RMB methods if the announcement disclosure

party ‘0000) of the same approved

transaction ‘0000) Company

transaction kind quota

knows

Co. Ltd. Holdings and products Transactions in

from related the Ordinary

parties Course of

Business in

2025 (No.2025-

11)

Announcement

on Expected

Purchasing

Sinochem Related-Party

Under the raw

Crop Transactions in

same control materials Purchase of raw Market Cash

Protection Market price 342 0.05% 3719 No N/A March 142025 the Ordinary

of Sinochem and products materials/products price Settlement

Products Course of

Holdings from related

Co. Ltd. Business in

parties

2025 (No.2025-

11)

Taicang Announcement

Purchasing

Zhonglan on Expected

Under the raw

Environmental Related-Party

same control materials Purchase of raw Market Cash

Protection Market price 13 0.00% - - N/A March 142025 Transactions in

of Sinochem and products materials/products price Settlement

Technology the Ordinary

Holdings from related

Service Co. Course of

parties

LTD Business in

2025 (No.2025-

50ADAMA Ltd. Semi-Annual Report 2025

Market price

Pricing Percentage Whether

Type of Approved of similar

principle of Value against exceeds

related Content of related transaction Settlement transactions Date of Index of the

Related party Relationship related Price (RMB transactions the

party party transaction quota (RMB methods if the announcement disclosure

party ‘0000) of the same approved

transaction ‘0000) Company

transaction kind quota

knows

11)

Announcement

on Expected

Purchasing

Related-Party

Under the raw

ELKEM Transactions in

same control materials Purchase of raw Market Cash

SILICONES Market price 163 0.02% - - N/A March 142025 the Ordinary

of Sinochem and products materials/products price Settlement

BRASIL LTDA Course of

Holdings from related

Business in

parties

2025 (No.2025-

11)

Announcement

on Expected

China Bluestar Purchasing

Related-Party

Chengrand Under the raw

Transactions in

Research same control materials Purchase of raw Market Cash

Market price 1 0.00% - - N/A March 142025 the Ordinary

Institute of Sinochem and products materials/products price Settlement

Course of

Chemical Holdings from related

Business in

Industry parties

2025 (No.2025-

11)

Shenyang Under the Purchasing Purchase of raw Market Cash Announcement

Market price 56 0.01% - - N/A March 142025

Sciencreat same control raw materials/products price Settlement on Expected

Chemicals Co. of Sinochem materials Related-Party

51ADAMA Ltd. Semi-Annual Report 2025

Market price

Pricing Percentage Whether

Type of Approved of similar

principle of Value against exceeds

related Content of related transaction Settlement transactions Date of Index of the

Related party Relationship related Price (RMB transactions the

party party transaction quota (RMB methods if the announcement disclosure

party ‘0000) of the same approved

transaction ‘0000) Company

transaction kind quota

knows

Ltd. Holdings and products Transactions in

from related the Ordinary

parties Course of

Business in

2025 (No.2025-

11)

Announcement

on Expected

Related-Party

Under the Purchasing

Bluestar Transactions in

same control fixed assets Purchase of fixed Market Cash

Engineering Market price - - 3375 No N/A March 142025 the Ordinary

of Sinochem from related assets price Settlement

Co.Ltd. Course of

Holdings parties

Business in

2025 (No.2025-

11)

Announcement

Bluestar on Expected

Under the Purchasing

(Beijing) Related-Party

same control fixed assets Purchase of fixed Market Cash

Chemical Market price - - 313 No N/A March 142025 Transactions in

of Sinochem from related assets price Settlement

Machinery the Ordinary

Holdings parties

Co. Ltd. Course of

Business in

2025 (No.2025-

52ADAMA Ltd. Semi-Annual Report 2025

Market price

Pricing Percentage Whether

Type of Approved of similar

principle of Value against exceeds

related Content of related transaction Settlement transactions Date of Index of the

Related party Relationship related Price (RMB transactions the

party party transaction quota (RMB methods if the announcement disclosure

party ‘0000) of the same approved

transaction ‘0000) Company

transaction kind quota

knows

11)

Announcement

on Expected

Huaxia Related-Party

Under the Purchasing

Hanhua Transactions in

same control fixed assets Purchase of fixed Market Cash

Chemical Market price 5 0.00% - - N/A March 142025 the Ordinary

of Sinochem from related assets price Settlement

Equipment Course of

Holdings parties

Co. LTD Business in

2025 (No.2025-

11)

Announcement

on Expected

Selling raw Related-Party

Under the

Syngenta AG materials Transactions in

same control Market Cash

and its and products Selling products Market price 36848 2.46% 114794 No N/A March 142025 the Ordinary

of Sinochem price Settlement

subsidiaries to related Course of

Holdings

parties Business in

2025 (No.2025-

11)

Jiangsu Under the Selling raw Market Cash Announcement

Selling products Market price 8073 0.54% 19488 No N/A March 142025

Huaihe same control materials price Settlement on Expected

Chemicals of Sinochem and products Related-Party

53ADAMA Ltd. Semi-Annual Report 2025

Market price

Pricing Percentage Whether

Type of Approved of similar

principle of Value against exceeds

related Content of related transaction Settlement transactions Date of Index of the

Related party Relationship related Price (RMB transactions the

party party transaction quota (RMB methods if the announcement disclosure

party ‘0000) of the same approved

transaction ‘0000) Company

transaction kind quota

knows

Co. Ltd. Holdings to related Transactions in

parties the Ordinary

Course of

Business in

2025 (No.2025-

11)

Announcement

on Expected

Selling raw Related-Party

Under the

materials Transactions in

same control Market Cash

Sinofert and products Selling products Market price 5319 0.35% 14825 No N/A March 142025 the Ordinary

of Sinochem price Settlement

to related Course of

Holdings

parties Business in

2025 (No.2025-

11)

Announcement

Selling raw on Expected

Jiangsu Youjia Under the

materials Related-Party

Plant same control Market Cash

and products Selling products Market price 7 0.00% 84 No N/A March 142025 Transactions in

Protection of Sinochem price Settlement

to related the Ordinary

Co. Ltd. Holdings

parties Course of

Business in

2025 (No.2025-

54ADAMA Ltd. Semi-Annual Report 2025

Market price

Pricing Percentage Whether

Type of Approved of similar

principle of Value against exceeds

related Content of related transaction Settlement transactions Date of Index of the

Related party Relationship related Price (RMB transactions the

party party transaction quota (RMB methods if the announcement disclosure

party ‘0000) of the same approved

transaction ‘0000) Company

transaction kind quota

knows

11)

Announcement

on Expected

Beijing Selling raw Related-Party

Under the

Guangyuan materials Transactions in

same control Market Cash

Yinong and products Selling products Market price 31 0.00% 59 No N/A March 142025 the Ordinary

of Sinochem price Settlement

Chemical to related Course of

Holdings

Co. Ltd. parties Business in

2025 (No.2025-

11)

Announcement

on Expected

Sinochem

Selling raw Related-Party

Agricultural Under the

materials Transactions in

Ecological same control Market Cash

and products Selling products Market price - - 75 No N/A March 142025 the Ordinary

Technology of Sinochem price Settlement

to related Course of

(Hubei) Holdings

parties Business in

Co. Ltd.

2025 (No.2025-

11)

Jiangsu Youshi

Under the Selling raw Market Cash Announcement

Chemical Selling products Market price 2249 0.15% 5000 No N/A March 142025

same control materials price Settlement on Expected

Co. Ltd.of Sinochem and products Related-Party

55ADAMA Ltd. Semi-Annual Report 2025

Market price

Pricing Percentage Whether

Type of Approved of similar

principle of Value against exceeds

related Content of related transaction Settlement transactions Date of Index of the

Related party Relationship related Price (RMB transactions the

party party transaction quota (RMB methods if the announcement disclosure

party ‘0000) of the same approved

transaction ‘0000) Company

transaction kind quota

knows

Holdings to related Transactions in

parties the Ordinary

Course of

Business in

2025 (No.2025-

11)

Announcement

on Expected

Selling raw Related-Party

Under the

Sinochem materials Transactions in

same control Market Cash

Agro and products Selling products Market price 233 0.02% 420 No N/A March 142025 the Ordinary

of Sinochem price Settlement

Co. Ltd. to related Course of

Holdings

parties Business in

2025 (No.2025-

11)

Announcement

Selling raw on Expected

Under the

materials Related-Party

same control Market Cash

Sino MAP and products Selling products Market price 2704 0.18% - - N/A March 142025 Transactions in

of Sinochem price Settlement

to related the Ordinary

Holdings

parties Course of

Business in

2025 (No.2025-

56ADAMA Ltd. Semi-Annual Report 2025

Market price

Pricing Percentage Whether

Type of Approved of similar

principle of Value against exceeds

related Content of related transaction Settlement transactions Date of Index of the

Related party Relationship related Price (RMB transactions the

party party transaction quota (RMB methods if the announcement disclosure

party ‘0000) of the same approved

transaction ‘0000) Company

transaction kind quota

knows

11)

Announcement

on Expected

Related-Party

Sinochem Under the Receiving

Transactions in

Information same control services Market Cash

IT services Market price 37 0.00% 379 No N/A March 142025 the Ordinary

Technology of Sinochem from related price Settlement

Course of

Co. Ltd Holdings parties

Business in

2025 (No.2025-

11)

Announcement

on Expected

Related-Party

Under the Receiving

Syngenta AG Market Transactions in same control services Cash

and its Regular services Market price 16 0.00% 63 No N/A March 142025 the Ordinary

of Sinochem from related price Settlement

subsidiaries Course of

Holdings parties

Business in

2025 (No.2025-

11)

Sinochem Under the Receiving Market Cash Announcement

Insurance services Market price - - 500 No N/A March 142025

Insurance same control services price Settlement on Expected

Brokers of Sinochem from related Related-Party

57ADAMA Ltd. Semi-Annual Report 2025

Market price

Pricing Percentage Whether

Type of Approved of similar

principle of Value against exceeds

related Content of related transaction Settlement transactions Date of Index of the

Related party Relationship related Price (RMB transactions the

party party transaction quota (RMB methods if the announcement disclosure

party ‘0000) of the same approved

transaction ‘0000) Company

transaction kind quota

knows

(Beijing) Holdings parties Transactions in

Co. Ltd. the Ordinary

Course of

Business in

2025 (No.2025-

11)

Announcement

on Expected

Related-Party

Under the Receiving

Transactions in

same control services Market Cash

Sino MAP Regular services Market price - - 3 No N/A March 142025 the Ordinary

of Sinochem from related price Settlement

Course of

Holdings parties

Business in

2025 (No.2025-

11)

Announcement

on Expected

Under the Receiving

Related-Party

same control services Market Cash

Sinofert Regular services Market price - - 26 No N/A March 142025 Transactions in

of Sinochem from related price Settlement

the Ordinary

Holdings parties

Course of

Business in

2025 (No.2025-

58ADAMA Ltd. Semi-Annual Report 2025

Market price

Pricing Percentage Whether

Type of Approved of similar

principle of Value against exceeds

related Content of related transaction Settlement transactions Date of Index of the

Related party Relationship related Price (RMB transactions the

party party transaction quota (RMB methods if the announcement disclosure

party ‘0000) of the same approved

transaction ‘0000) Company

transaction kind quota

knows

11)

Announcement

on Expected

Shenyang Related-Party

Under the Receiving

Chemical Transactions in

same control services Market Cash

Research Technical services Market price - - 13 No N/A March 142025 the Ordinary

of Sinochem from related price Settlement

Institute Course of

Holdings parties

Co. Ltd. Business in

2025 (No.2025-

11)

Announcement

Sinochem on Expected

Zhoushan Related-Party

Under the Receiving

Hazardous Transactions in

same control services Market Cash

Chemicals Training services Market price 1 0.00% 13 No N/A March 142025 the Ordinary

of Sinochem from related price Settlement

Emergency Course of

Holdings parties

Rescue Base Business in

Co. Ltd. 2025 (No.2025-

11)

Shenyang Under the Receiving Market Cash Announcement

Regular services Market price 1 0.00% - - N/A March 142025

Shenhua same control services price Settlement on Expected

Institute of Sinochem from related Related-Party

59ADAMA Ltd. Semi-Annual Report 2025

Market price

Pricing Percentage Whether

Type of Approved of similar

principle of Value against exceeds

related Content of related transaction Settlement transactions Date of Index of the

Related party Relationship related Price (RMB transactions the

party party transaction quota (RMB methods if the announcement disclosure

party ‘0000) of the same approved

transaction ‘0000) Company

transaction kind quota

knows

Testing Holdings parties Transactions in

Technology the Ordinary

Co. Ltd. Course of

Business in

2025 (No.2025-

11)

Total -- -- 120556 -- 358997 -- -- -- -- --

Details of large sales return -

According to the Company's daily business operation needs the Company estimates that the total amount of daily related party transactions in

Execution of related-party transactions in the ordinary

2025 will not exceed RMB 3589.97 million. For details please refer to Announcement on Expected Related-Party Transactions in the Ordinary

course of business whose value was expected by types

Course of Business in 2025 (No.: 2025-11). The Company’s actual amount of daily related party transactions defined in the listing rules

during this reporting period (if any)

incurred for the six months ended June 302025 is RMB 1205.56 million which does not exceed the expected amount.Reasons for large difference between transaction price and The Company’s related transactions with related party shall be carried out in accordance with the principle of voluntary equality and mutual

market reference price (if applicable) benefit fair and will not harm the interests of the Company.

60ADAMA Ltd. Semi-Annual Report 2025

2. Related-Party Transactions arising from Asset/Equity acquisition or sale

□ Applicable √ Not applicable

The Company was not involved in any related-party transactions arising from asset/equity acquisition or

sale during the Reporting Period.

3. Related-Party Transactions with Joint Investments

□ Applicable √ Not applicable

The Company was not involved in any related-party transaction with joint investments during the

Reporting Period.

4. Credits and Liabilities with Related Parties

√ Applicable □ Not applicable

Whether non-operating credits and liabilities with related parties exist or not

□ Yes √ No

The Company was not involved in any non-operating credit and liability with related parties in the

Reporting Period.

5. Transactions with financial companies with related relationships

√ Applicable □ Not applicable

Deposit Business

In RMB ’0000

Transactions during the

Reporting Period

Total Deposit Total

Maximum

Related Range of Opening Amount for Withdrawal Ending

Relations Daily Deposit

Parties Interest Rate Balance the Amount for Balance

Limit

Reporting the

Period Reporting

Period

Under the

Sinochem

same control

Finance Co. 150000 0.45%-1.45% 62744 35312 29995 68061

of Sinochem

Ltd

Holdings

61ADAMA Ltd. Semi-Annual Report 2025

Loans

In RMB ’0000

Transactions during the

Reporting Period

Credit Total Amount Total Amount

Related Range of Opening Ending

Relations Amount of of Loans for of Payment

Parties Interest Rate Balance Balance

the Loan the for the

Reporting Reporting

Period Period

Under the

Sinochem

same control

Finance Co. 200000 2.11%-2.4% 2000 2040 40 4000

of Sinochem

Ltd

Holdings

Facilities and Other Financial Services

In RMB ’0000

Total Amount Actual Amount

Related Party Relations Type of the Services

Incurred

Sinochem Finance Under the same control

Facilities 100000 4000

Co. Ltd of Sinochem Holdings

6. Transactions between the finance company controlled by the Company and related parties

□ Applicable √ Not applicable

The Company does not hold any equity interest in any finance company.

7. Other material related-party transactions

□Applicable √Not applicable

The Company did not have other material related-party transactions during the reporting period.XII. Particulars regarding material contracts and execution thereof

1. Particulars about trusteeship Contract and Lease

(1) Trusteeship

√Applicable □Not applicable

Explanation on Trusteeship

1) Entrusted Management of Anhui Petrochemical

On December 31 2021 the Company entered into an Entrusted Operation and Management Agreement

(hereinafter referred to as the "Original Agreement") with CNAC. Pursuant to this Agreement during the

62ADAMA Ltd. Semi-Annual Report 2025

entrusted management period the Company is entrusted to exercise the management rights that CNAC

holds over Anhui Petrochemical Group Co. Ltd. (hereinafter referred to as "Anhui Petrochemical"). For

specific details please refer to the Announcement on Signing an Entrusted Operation and Management

Agreement with a Related Party (Announcement No. 2022-2) the Announcement on the Resolution of

the 29th Meeting of the 9th Board of Directors (Announcement No. 2023-46) and the Announcement on

the Resolution of the 8th Meeting of the 10th Board of Directors (Announcement No. 2024-59).

2) Entrusted Management of Overlapping Products Between Syngenta AG and the Company and

Mutual Entrusted Management of Different Overlapping Products with Yangnong Chemical

On December 31 2024 the Company entered into entrusted management agreements with Syngenta

AG (hereinafter referred to as "SAG") and Jiangsu Yangnong Chemical Co. Ltd. (hereinafter referred to

as "Yangnong Chemical") respectively. Regarding the overlapping products between the Company and

SAG SAG has entrusted the Company to exercise and undertake the entrusted management business

of such overlapping products. Regarding the overlapping products between the Company and Yangnong

Chemical the Company and Yangnong Chemical have mutually entrusted each other to exercise and

undertake the entrusted management business of different overlapping products. For specific details

please refer to the Announcement on the Signing of the Entrusted Management Agreement with Related

Parties (Announcement No. 2024-55) and the Announcement on the Resolution of the 9th Meeting of the

10th Board of Directors (Announcement No. 2025-1).

Projects Whose Profits and Losses for the Company Account for More Than 10% of the Company’s Total

Profits in the Reporting Period

□Applicable √Not Applicable

During the reporting period the Company did not have entrusted management projects whose profits

and losses account for more than 10% of the Company’s total profits in the reporting period.

(2) Contract operation

□ Applicable √ Not applicable

There was no contract operation of the Company in the Reporting Period.

(3) Lease

□Applicable√ Not applicable

There is no major lease in the Reporting Period.

2. Significant Guarantees

(1) Details of guarantees

√Applicable □ Not applicable

Unless otherwise specified the unit hereunder is RMB ‘0000

Guarantees provided by the Company in favor of third parties (excluding subsidiaries)

Guarantee Disclosure Planned

Actual Actual Type of Collater Counter Period of expire Guarante

date of the guarante occurrencd party guaranteguarante al(if Guarante guarante d or e for aannounceme e e date e e any) e(if e not related

63ADAMA Ltd. Semi-Annual Report 2025nt amount amount any) party or

not

----------------------

Total guarantee line approved in Total amount of the occurred

favor of third parties (excluding guarantee in favor of third parties

00

subsidiaries) during the reporting (excluding subsidiaries) during the

period (A1) reporting period (A2)

Aggregated guarantee line in

favor of third parties (excluding Total guarantee balance in favor of

subsidiaries) that has been 5000 third parties (excluding subsidiaries) 0

approved by the end of the by the end of the reporting period (A4)

reporting period (A3)

Guarantees provided by the Company in favor of its subsidiaries

Guarante

Disclosure Planned Actual Counter

Actual Type of Collater Period of expire e for a

Guarantee date of the guarante guarante Guaranteoccurrenc guarante al(if guarante d or relatedd party announceme e e e(ife date e any) e not party ornt amount amount any)

not

Three

years

Joint and

January 1 after the

3000 several / / Yes No

2022 project

liability

loan

matures

December 22

ADAMA Three 2020

Anpon years

125800 Joint and

(Jiangsu) April 29 2021 January 1 after the 100 several / / No No

Ltd. October 2022 project liability

282021 loan

matures

Three

Joint and

February years

2100 several / /

28 2022 after the

No No

liability project

loan

64ADAMA Ltd. Semi-Annual Report 2025

matures

Three

years

Joint and

April 28 after the

1400 several / / No No

2022 project

liability

loan

matures

Three

years

Joint and

May 20 after the

750 several / / No No

2022 project

liability

loan

matures

Three

years

Joint and

June 26 after the

2350 several / / No No

2022 project

liability

loan

matures

Three

years

Joint and

January after the

200 several / / Yes No

25 2022 project

liability

loan

matures

Three

years

Joint and

February after the

200 several / / Yes No

28 2022 project

liability

loan

matures

Three

years

Joint and

February after the

190 several / / No No

28 2022 project

liability

loan

matures

65ADAMA Ltd. Semi-Annual Report 2025

Three

years

Joint and

July 2 after the

810 several / / No No

2022 project

liability

loan

matures

Three

years

Joint and

February after the

300 several / / No No

5 2024 project

liability

loan

matures

Three

years

Joint and

August 11 after the

700 several / / No No

2022 project

liability

loan

matures

Three

years

Joint and

August 11 after the

100 several / / Yes No

2022 project

liability

loan

matures

March 31

104100 Three

2022

years

Joint and

August 31 after the

1000 several / / No No

2022 project

liability

loan

matures

Three

years

Joint and

October after the

1100 several / / No No

28 2022 project

liability

loan

matures

October 1000 Joint and / / Three No No

66ADAMA Ltd. Semi-Annual Report 2025

31 2022 several years

liability after the

project

loan

matures

Three

years

Joint and

November after the

900 several / / Yes No

17 2022 project

liability

loan

matures

Three

years

Joint and

November after the

2500 several / / No No

23 2022 project

liability

loan

matures

Three

years

Joint and

November after the

1100 several / / No No

30 2022 project

liability

loan

matures

Three

years

Joint and

January after the

700 several / / No No

12 2023 project

liability

loan

matures

Three

years

Joint and

January after the

300 several / / Yes No

12 2023 project

liability

loan

matures

January Three

1000 Joint and / / years No No 16 2023 several

after the

67ADAMA Ltd. Semi-Annual Report 2025

liability project

loan

matures

Three

years

Joint and

April 4 after the

1200 several / / No No

2023 project

liability

loan

matures

Three

years

Joint and

April 4 after the

1400 several / / No No

2023 project

liability

loan

matures

Three

years

Joint and

April 13 after the

200 several / / No No

2023 project

liability

loan

matures

Three

years

Joint and

April 26 after the

150 several / / No No

2023 project

liability

loan

matures

Three

years

Joint and

October after the

300 several / / No No

17 2023 project

liability

loan

matures

Three

Joint and

October years

500 several / / No No

17 2023 after the

liability project

loan

68ADAMA Ltd. Semi-Annual Report 2025

matures

Three

years

Joint and

January after the

850 several / / No No

30 2024 project

liability

loan

matures

Three

years

Joint and

February after the

400 several / / No No

7 2024 project

liability

loan

matures

Three

Joint and years

April 10

5000 several / / after the No No

2024

liability loan

matures

Three

Joint and years

March 27 December

36000 3000 several / / after the No No

2024252024

liability loan

matures

Three

Joint and years

March 25

3000 several / / after the No No

2025

liability loan

matures

Total guarantee line

Total amount of the occurred guarantee in favor

approved in favor of the

31300 of the subsidiaries during the reporting period 3000

subsidiaries during the

(B2)

reporting period (B1)

Aggregated guarantee

line that has been Total guarantee balance in favor of the

approved in favor of the 297200 subsidiaries by the end of the reporting period 33100

subsidiaries by the end (B4)

of the reporting period

69ADAMA Ltd. Semi-Annual Report 2025

(B3)

Guarantees provided by subsidiaries in favor of subsidiaries (USD ’0000)

Guarante

Disclosure Planned Actual Counter

Actual Type of Collater Period of expire e for a

Guarantee date of the guarante guarante Guaranteoccurrenc guarante al(if guarante d or relatedd party announceme e e e(ife date e any) e not party ornt amount amount any)

not

Generally

7 years

Control joint and

October 31 October (subject

Solutions 1300 0 several / / No No

2018 30 2018 to the

Inc. liability

overseas

laws)

Related

guarantees

existed

before the

company

joint and

ADAMA was Valid until

Not applicable 10150 188 several / / No No

Brazil consolidate cancelled

liability

d into the

financial

statements

of the

Company.joint and Decembe

ADAMA January 22 December

900 900 several / / r 31 No No

Brazil 2022 29 2021

liability 2025

joint and Decembe

ADAMA December 19 January 4

10000 1610 several / / r 31 No No

Brazil 2024 2025

liability 2027

joint and Decembe

ADAMA December 19 January 4

2000 104 several / / r 31 No No

Brazil 2024 2025

liability 2026

Adama Not applicable 8801 Related 679 joint and / / Valid until No No

India guarantees several

70ADAMA Ltd. Semi-Annual Report 2025

Private existed liability cancelled

Ltd. before the

company

was

consolidate

d into the

financial

statements

of the

Company.Related

guarantees

existed

ADAMA

before the

Turkey

company

Tar?m joint and

was Valid until

Sanayi ve Not applicable 7150 0 several / / No No

consolidate cancelled

Ticaret liability

d into the

Limited

financial

?irketi

statements

of the

Company.Related

guarantees

existed

before the

company

Adama joint and

was Valid until

Makhteshi Not applicable unlimited 38265 several / / No No

consolidate cancelled

m liability

d into the

financial

statements

of the

Company.Adama joint and

May 3 Valid until

Makhteshi April 25 2023 7875 0 several / / No No

2023 cancelled

m liability

Adama Related

joint and

Valid until

Not applicable unlimited

Agan guarantees

22390 several / / No No

cancelled

existed liability

71ADAMA Ltd. Semi-Annual Report 2025

before the

company

was

consolidate

d into the

financial

statements

of the

Company.ADAMA

joint and

Agricultural January 22 January Valid until

437 37 several / / No No

Solutions 2022 22 2022 cancelled

liability

UK Ltd.ADAMA

CELSIUS

BV

Curacao

joint and

branch & November 25 November Valid until

4500 0 several / / No No

ADAMA 2022 24 2022 cancelled

liability

Fahrenheit

BV

Curacao

Branch

ADAMA

CELSIUS

BV

Curacao

joint and

branch & January 22 January Valid until

7000 5856 several / / No No

ADAMA 2022 22 2022 cancelled

liability

Fahrenheit

BV

Curacao

Branch

Related

guarantees

ADAMA existed joint and Valid until

Ukraine Not applicable 1500 before the 0 several / / No No cancelled

LLC company liability

was

consolidate

72ADAMA Ltd. Semi-Annual Report 2025

d into the

financial

statements

of the

Company.Related

guarantees

existed

before the

company

ADAMA joint and

was Valid until

Ukraine Not applicable 1500 0 several / / Yes No

consolidate cancelled

LLC liability

d into the

financial

statements

of the

Company.ADAMA joint and

October 10 October Valid until

Ukraine 792 276 several / / No No

2023 28 2023 cancelled

LLC liability

ADAMA joint and

December 19 February Valid until

Ukraine 800 696 several / / No No

2024 3 2025 cancelled

LLC liability

Related

guarantees

existed

Makhteshi before the

m Agan of company joint and

was Valid until

North Not applicable 4000 0 several / / No No consolidate cancelled

America liability d into the

Inc. financial

statements

of the

Company.joint and Six

Makhteshi September September

4543 4543 several / / months No No

m Agan of 28 2024 26 2024

liability after the

73ADAMA Ltd. Semi-Annual Report 2025

North terminatio

America n

Inc.of the

principal

agreeme

nt

Adama joint and

December 19 December Valid until

Australia 377 0 several / / No No

2024 23 2024 cancelled

Pty Ltd. liability

Total guarantee line

Total amount of the guarantee inapproved in favor of the 75544(approximately

0 favor of the subsidiaries occurredsubsidiaries during the RMB 5407.89 million)

during the reporting period (C2)

reporting period (C1)

72125

Aggregated guarantee

(approximately RMB

line that has been

5163.14 million) (the Total guarantee balance in favor ofapproved in favor of the 75544(approximatelyguarantee amount for the subsidiaries by the end of thesubsidiaries by the end RMB 5407.89 million)

Adama Makhteshim reporting period (C4)

of the reporting period

and Adama Agan is

(C3)

unlimited)

Total guarantee amount provided by the Company (total of the above-mentioned three kinds of guarantees)

Total guarantee line

Total actual occurred amount of

approved during the

31300 guarantee during the reporting period 543789

reporting period

(A2+B2+C2)

(A1+B1+C1)

Total guarantee line that

has been approved at Total actual guarantee balance at the

the end of the reporting 818514 end of the reporting period 573889

period (A4+B4+C4)

(A3+B3+C3)

Proportion of total guarantee amount

30.36%

(A4+B4+C4) to the net assets of the Company

Of which:

74ADAMA Ltd. Semi-Annual Report 2025

The balance of the guarantee provided in

favor of the controlling shareholder and 0

related party.Amount of debt guarantee provided for the USD 703.22 million

guaranteed party whose asset-liability ratio is

not less than 70% directly or indirectly (E) (approximately RMB 5034.07 million)

The amount of the guarantee that exceeds

0

50% of the net assets

Total amount of the above three guarantees USD 703.22 million

(D+E+F) (approximately RMB 5034.07 million)

As for undue guarantee liability to guarantee

has happened or there is evidence that joint

--

liquidated liability may be undertaken during

this Reporting Period (if existing)

Regulated procedures are violated to offer

--

guarantee (if existing)

3. Wealth management entrustment

□ Applicable √ Not applicable

No such cases in the Reporting Period.

4. Other Significant Contracts

□ Applicable √ Not applicable

None during the Reporting Period.XIII. Other Significant Events

√ Applicable □ Not applicable

Explanation on the Fulfillment of Performance Commitments

When the Company acquired the equity interest in Adama Huifeng (Shanghai) Agricultural Technology

Co. Ltd (“Adama Huifeng (Shanghai)”) and Adama Huifeng from Jiangsu Huifeng Biological Agriculture

Co. Ltd (“Jiangsu Huifeng”) during 2020 and 2021 there were performance commitments made by

Jiangsu Huifeng regarding specific business operations of the acquired subsidiaries. If the performance

commitments is not met Jiangsu Huifeng shall make a price adjustment payment calculated based on

75ADAMA Ltd. Semi-Annual Report 2025

a method as agreed. By the end of 2023 when the commitment period ended the performance

commitments has not been fulfilled. There were disputes between the Company and Jiangsu Huifeng

regarding the price adjustment payment and the Company filed the arbitration application as the

Applicant to the Shanghai International Economic and Trade Arbitration Commission against Jiangsu

Huifeng as the claimant.On April 1 2025 Shanghai International Economic and Trade Arbitration Commission rendered an

award in respect of the arbitration according to which Jiangsu Huifeng shall pay the Company the price

adjustment payment of RMB45000000 yuan the damage compensation for failure to pay the price

adjustment amount on time and a certain proportion of fees for the attorney and the arbitration as well

as other expenses incurred by the Company for initiating the case.On June 30 2025 the Company signed an agreement with Jiangsu Huifeng stipulating that the mutual

payments in the price adjustment payment case and the case of payment for equity transfer between

the Company and Jiangsu Huifeng shall be offset. According to the above agreement after calculation

Jiangsu Huifeng shall pay the offset balance of RMB 34669 to the Company. On July 9 2025 Jiangsu

Huifeng has paid the balance to the Company. The above-mentioned performance commitments of

Jiangsu Huifeng have been fulfilled.For details please refer to the Announcement on the Fulfillment of Performance Commitments Related

to a Controlled Subsidiary (Announcement No. 2024-9) Announcement on the Arbitration Matters about

Fulfillment of Performance Commitments Related to a Controlled Subsidiary (Announcement No. 2024-

28) and Announcement on the Progress of the Arbitration Matters about Fulfillment of Performance

Commitments Related to a Controlled Subsidiary (Announcement No. 2025-16) published on the

website www.cninfo.com.cn.XIV. Significant Events of Subsidiaries

□ Applicable √ Not applicable

76ADAMA Ltd. Semi-Annual Report 2025

Section VI - Share Changes and Shareholders

I. Changes in shares

1. Changes in shares

Unit: share

Before the Change Increase/Decrease (+/-) After the Change

Newly Issued Bonus Capitalization of

Amount Proportion Other Subtotal Amount Proportion

Shares Shares Public Reserves

I. Restricted Shares 0 0.0000% -- -- -- -- -- 0 0.0000%

1. State-owned Shares -- -- -- -- -- -- -- -- --

2. State-owned Legal Person’s Shares 0 0.00% -- -- -- -- -- 0 0.00%

3. Shares Held by Domestic Investors 0 0.0000% -- -- -- -- -- 0 0.0000%

Among which Shares Held by Domestic

00.00%----------00.00%

Legal Person

Shares Held by Domestic Natural

00.0000%----------00.0000%

Person

II. Shares not Subject to Trading

2329811766100.0000%----------2329811766100.0000%

Moratorium

1.RMB Ordinary Shares 2177071961 93.4441% -- -- -- -- -- 2177071961 93.4441%

2.Domestically Listed Foreign Shares 152739805 6.5559% -- -- -- -- -- 152739805 6.5559%

III. Total Shares 2329811766 100.00% -- -- -- -- -- 2329811766 100.00%

77ADAMA Ltd. Semi-Annual Report 2025

Reasons for the change in shares

□ Applicable √ Not applicable

Approval of the change in shares

□ Applicable √ Not applicable

The registered status for the change in shares

□ Applicable √ Not applicable

Status of share buyback

□ Applicable √ Not applicable

Status of share buyback in the way of centralized bidding

□ Applicable √Not applicable

Effects of the change in shares on the basic EPS diluted EPS net assets per share attributable to

common shareholders of the Company and other financial indexes over the last year and last period.□ Applicable √Not Applicable

Other contents that the Company considered necessary or is required by securities regulatory authorities

to disclose

□ Applicable √ Not applicable

2. Changes in Restricted Shares

□Applicable √Not applicable

II. Issuance and Listing of Securities

□ Applicable √ Not applicable

78ADAMA Ltd. Semi-Annual Report 2025

III. Total Number of Shareholders and Their Shareholdings

Unit: share

Total Number of Common 37602 (the number of ordinary A share Total Number of Preferred Stockholders

Shareholders as of the End of shareholders is 25923; the number of B with Vote Right Restored (if any) as of the 0

the Reporting Period share shareholders is 11679) End of the Reporting Period

Shareholding of Top 10 Shareholders or Those Holding More than 5% Shares

(Excluding the Shares Lending through Refinancing)

Number Pledged Marked

Number of Change of of Shares Number of or Frozen Shares

Holding Shareholding Shares Held Shares Held

Nature of

Number of Shareholder Percent at the End of during the Subject to Not Subject Status

Shareholder

age (%) the Reporting Reporting Trading to Trading of Amount

Period Period Moratoriu Moratorium Share

m s

State-owned 182813796

Syngenta Group Co. Ltd. 78.47% 1828137961 0 0 -- 0

Legal Person 1

China State-owned Enterprises

State-owned

Structural Adjustment Fund Co. 1.44% 33557046 0 0 -- 0

Legal Person 33557046

Ltd.China Cinda Asset Management State-owned

1.34%3111591600--0

Co. Ltd. Legal Person 31115916

Hong Kong Securities Clearing Overseas

0.79%1829158511843628018291585--0

Company Ltd. (HKSCC) Legal Person

Domestic

Zhu Shenglan Natural 0.31% 7300000 0 0 -- 0

7300000

Person

Domestic

Wu Feng Natural 0.31% 7212412 -507000 0 -- 0

7212412

Person

Qichun County State-owned

State-owned Share

Assets Supervision and 0.18% 4169266 0 0 4169266 4169266

Legal Person Freeze

Administration Bureau

Domestic

Zhang Jianwei Natural 0.15% 3492201 1434200 0 3492201 -- 0

Person

Domestic

Liu Minqin Natural 0.15% 3428946 -195427 0 3428946 -- 0

Person

GUOTAI JUNAN SECURITIES Overseas

0.13%3004597-3299903004597--0

(HONG KONG) LIMITED Legal Person

Strategic Investors or the

General Legal Person Who

Become the Top 10 Common Not Applicable

Shareholders (if any) due to the

Placement of New Shares

Syngenta Group Co. Ltd. is neither a related party to any other shareholders listed above nor any

Explanation on Associated acting-in-concert party as prescribed in the Administrative Methods for Acquisition of Listed

Relationship or/and Persons Companies. It is unknown whether the other shareholders are related parties or acting-in-concert

parties as prescribed in the Administrative Methods for Acquisition of Listed Companies.

79ADAMA Ltd. Semi-Annual Report 2025

Explanation on Situations of

Entrusted Voting Rights or

Waiver of Voting Rights Not Applicable

Involved by the Above

Shareholders

Explanation on the Existence of

Special Repurchase Accounts

Not applicable

among the Top 10 Shareholders

(if any)

Details of Shares Held by Top 10 Shareholders Not Subject to Trading Moratorium (Excluding the Shares Lending through

Refinancing and Restricted Shares of Executives)

Number of Shares Held Not Type of Shares

Subject to Trading

Number of Shareholders

Moratorium at the End of the Type of Shares Amount

Period

Syngenta Group Co. Ltd. 1828137961 RMB Ordinary Share 1828137961

China State-owned Enterprises Structural Adjustment Fund RMB Ordinary Share

33557046

Co. Ltd. 33557046

RMB Ordinary Share

China Cinda Asset Management Co. Ltd. 31115916

31115916

Hong Kong Securities Clearing Company Ltd. (HKSCC) 18291585 RMB Ordinary Share

18291585

RMB Ordinary Share

Zhu Shenglan 7300000

7300000

RMB Ordinary Share

Wu Feng 7212412

7212412

Qichun County State-owned Assets Supervision and RMB Ordinary Share

4169266

Administration Bureau 4169266

RMB Ordinary Share

Zhang Jianwei 3492201

3492201

Liu Minqin 3428946 RMB Ordinary Share

3428946

domestically listed

GUOTAI JUNAN SECURITIES (HONG KONG) LIMITED 3004597 share in foreign

3004597

currencies

Explanation on associated relationship among the top Syngenta Group Co. Ltd. is neither a related party to any other shareholders

ten common shareholders of tradable share not listed above nor any acting-in-concert party as prescribed in the

subject to trading moratorium as well as among the Administrative Methods for Acquisition of Listed Companies. It is unknown

top ten common shareholders of tradable share not whether the other shareholders are related parties or acting-in-concert

subject to trading moratorium and top ten parties as prescribed in the Administrative Methods for Acquisition of Listed

shareholders or explanation on acting-in-concert Companies.Shareholder Zhu Shenglan held 7300000 shares of the Company through

a credit collateral securities trading account. Shareholder Wu Feng held

4660986 shares of the Company through a common securities account

Particular about the top ten common shareholder

and 2551426 shares of the Company through a credit collateral securities

participating in the securities lending and borrowing

trading account altogether 7212412 shares. Shareholder Liu Minqin held

business (if any)

246 shares of the Company through a common securities account and

3428700 shares of the Company through a credit collateral securities

trading account altogether 3428946 shares.

80ADAMA Ltd. Semi-Annual Report 2025

Shareholders holding more than 5% of shares top ten shareholders and top ten shareholders with

unlimited shares in circulation participating in the shares lending through refinancing arrangement

□Applicable √ Not applicable

Top ten shareholders and top ten shareholders with unlimited shares in circulation change from the

previous period due to the shares lending/returning through refinancing arrangement

□ Applicable √ Not applicable

Did any top 10 common shareholders or the top 10 common shareholders not subject to trading

moratorium of the Company carry out a promissory buy-back in the Reporting Period

□ Yes √ No

The top 10 common shareholders or the top 10 common shareholders not subject to trading

moratorium of the Company had not carried out any agreed buy-back in the Reporting Period.IV. Changes in Shareholdings of Directors Supervisors and Senior Management

□ Applicable √ Not applicable

No such cases in the Reporting Period. For details see Annual Report 2024.V. Change of the Controlling Shareholder or the Actual Controller

Change of the controlling shareholder in the Reporting Period

□ Applicable √ Not applicable

There was no change of the controlling shareholder of the Company in the Reporting Period.Change of the actual controller in the Reporting Period

□ Applicable √ Not applicable

There was no change of the actual controller of the Company in the Reporting Period.VI. Preferred Stocks

□ Applicable √ Not applicable

The Company doesn’t have preferred stocks during the reporting period.

81ADAMA Ltd. Semi-Annual Report 2025

Section VII - Bonds

□ Applicable √ Not applicable

82ADAMA Ltd. Semi-Annual Report 2025

Section VIII - Financial Report

I. Audit report

Was the half-year report audited

□ Yes √ No

The half-year report was not audited.II. Financial Statements

Notes to the financial statements are presented in RMB’000.

83ADAMA Ltd. Semmi-Annual Report 2025

(Expressed in RMB '000)

Consolidated Balance Sheet

June 30 December 31

Notes 2025 2024

Current assets

Cash at bank and on hand V.1 3497229 3630608

Financial assets held for trading V.2 2047 1035

Derivative financial assets V.3 863406 483822

Bills receivable V.4 94322 65565

Accounts receivable V.5 8100271 7977830

Receivables financing V.6 107640 144763

Prepayments V.7 374149 313542

Other receivables V.8 806357 1147469

Inventories V.9 11612921 11164663

Other current assets V.10 1136322 988093

Total current assets 26594664 25917390

Non-current assets

Long-term receivables V.11 342775 159813

Long-term equity investments V.12 35956 30227

Other equity investments V.13 131169 131473

Investment properties 19689 20509

Fixed assets V.14 9588625 9762895

Construction in progress V.15 1933407 1996892

Right-of-use assets V.16 527579 557159

Intangible assets V.17 4581403 4796655

Goodwill V.18 5053780 5074283

Deferred tax assets V.19 1518114 1291654

Other non-current assets V.20 376089 320827

Total non-current assets 24108586 24142387

Total assets 50703250 50059777

84ADAMA Ltd. Semmi-Annual Report 2025

(Expressed in RMB '000)

Consolidated Balance Sheet (continued)

June 30 December 31

Notes 2025 2024

Current liabilities

Short-term loans V.21 6588393 4748720

Derivative financial liabilities V.22 465167 278580

Bills payable V.23 505034 439495

Accounts payable V.24 5440839 4934865

Contract liabilities V.25 1491105 1810764

Employee benefits payable V.26 795019 851784

Taxes payable V.27 534999 516761

Other payables V.28 1733135 1417319

Non-current liabilities due within one year V.29 1909993 2230713

Other current liabilities V.30 1112128 784456

Total current liabilities 20575812 18013457

Non-current liabilities

Long-term loans V.31 1746425 2166625

Debentures payable V.32 5146703 6320157

Lease liabilities V.33 599408 610415

Long-term payables 186159 191103

Long-term employee benefits payable V.34 541598 543855

Provisions V.35 395857 316490

Deferred tax liabilities V.19 251495 283081

Other non-current liabilities V.36 2354749 2623500

Total non-current liabilities 11222394 13055226

Total liabilities 31798206 31068683

Shareholders' equity

Share capital V.37 2329812 2329812

Capital reserve V.38 12950464 12950464

Less: Treasury shares - -

Other comprehensive income V.39 1792144 1721028

Special reserves 8154 10798

Surplus reserve V.40 298610 298610

Retained earnings V.41 1525860 1680382

Total equity attributed to the shareholders 18905044 18991094

of the company

Non-controlling interests - -

Total Equity 18905044 18991094

Total liabilities and equity 50703250 50059777

Gael Hili Efrat Nagar

Legal representative Chief Financial Officer

These financial statements were approved by the Board of Directors of the Company on August 25 2025.The notes form part of these financial statements.

85ADAMA Ltd. Semmi-Annual Report 2025

(Expressed in RMB '000)

Company's Balance Sheet

June 30 December 31

Notes 2025 2024

Current assets

Cash at bank and on hand XV.1 79746 41031

Accounts receivable XV.2 1455213 1182104

Receivables financing XV.3 8003 34350

Prepayments 8580 50485

Other receivables XV.4 29374 24393

Inventories 205752 252747

Non-current assets due within one year 70000 70000

Other current assets 7787 5739

Total current assets 1864455 1660849

Non-current assets

Long-term equity investments XV.5 17430716 17430716

Other equity investments 54299 54299

Investment properties 1797 2071

Fixed assets 1299493 1361190

Construction in progress 55390 88292

Right-of-use assets 936 1297

Intangible assets 232136 237120

Deferred tax assets 30191 51640

Other non-current assets 269722 265572

Total non-current assets 19374680 19492197

Total assets 21239135 21153046

Current liabilities

Short-term loans 150000 100000

Bills payables 142464 98584

Accounts payables 129514 148262

Contract liabilities 15873 10854

Employee benefits payable 5381 9709

Taxes payable 2777 2748

Other payables 824720 716369

Non-current liabilities due within one year 301977 641392

Total current liabilities 1572706 1727918

Non-current liabilities

Long-term loans 424743 308357

Lease liabilities 213 592

Long-term employee benefits payable 65255 67154

Provisions 25193 25507

Other non-current liabilities 55860 55860

Total non-current liabilities 571264 457470

Total liabilities 2143970 2185388

Shareholders’ equity

Share capital V.37 2329812 2329812

Capital reserve 15523881 15523881

Other comprehensive (loss) income 23894 23894

Special reserves 8845 11489

Surplus reserve V.40 298610 298610

Retained earnings 910123 779972

Total shareholders’ equity 19095165 18967658

Total liabilities and shareholders’ equity 21239135 21153046

86ADAMA Ltd. Semmi-Annual Report 2025

(Expressed in RMB '000)

Consolidated Income Statement

Six months ended June 30

Notes 2025 2024

I. Operating income V.42 15024200 14910289

Less: Cost of sales V.42 11030173 11474074

Taxes and surcharges V.43 57128 48358

Selling and Distribution expenses V.44 1975668 2363376

General and administrative expenses V.45 734867 536266

Research and 216793 218107

Development expenses V.46

Financial expenses V.47 1024340 623647

Including: Interest expense 527096 532560

Interest income 101281 130667

Add: Investment income net V.48 5261 4418

Including: Income from investment

in associates and joint ventures 5261 4418

Loss from changes in fair value V.49 (6493) (196492)

Credit impairment losses V.50 (93679) (15676)

Asset impairment losses V.51 (27617) (59134)

Gain from disposal of assets V.52 5054 18217

II. Operating loss (132243) (602206)

Add: Non-operating income 19219 43241

Less: Non-operating expenses 12555 12465

III. III. Total loss (125579) (571430)

Less: Income tax expenses (income) V.53 (45227) 323436

IV. Net loss (80352) (894866)

(1). Classified by nature of operations

(1.1). Continuing operations (80352) (894866)

(2). Classified by ownership

(2.1). Shareholders of the Company (80352) (894866)

(2.2). Non-controlling interests - -

V. Other comprehensive income (loss)net of tax V. 39 71116 (3734)

Other comprehensive income (loss) (net of tax)

attributable to shareholders of the Company 71116 (3734)

(1) Items that will not be reclassified to profit or loss: 979 8522

(1.1) Re-measurement of defined benefit plan liability 979 8522

(1.2) Fair Value changes in other equity investment - -

(2) Items that were or will be reclassified to profit or loss 70137 (12256)

(2.1) Effective portion of gains or loss of cash flow hedge (48355) 6283

(2.2) Translation differences of foreign financial statements 118492 (18539)

VI. Total comprehensive loss for the period attributable to (9236) (898600)

Shareholders of the Company

Total comprehensive loss for the period (9236) (898600)

attributable to shareholders of the Company

Total comprehensive income for the period - -

attributable to Non-controlling interests

VII. Earnings per share XIV.2

(1) Basic loss per share (Yuan/share) (0.03) (0.38)

(2) Diluted earnings per share (Yuan/share) N/A N/A

87ADAMA Ltd. Semmi-Annual Report 2025

(Expressed in RMB '000)

Company's Income Statement

Six months ended June 30

Notes 2025 2024

I. Operating income XV.6 1094572 981592

Less: Operating costs XV.6 879975 831781

Taxes and surcharges 7663 5450

Selling and Distribution expenses 2185 3695

General and administrative expenses 105840 62755

Research and Development expenses 664 2497

Financial expenses 13170 3942

Including: Interest expense 14052 19087

Interest income 1019 3892

Add: Investment income net 32445 -

Gain from changes in fair value (“-” means loss) 30714 (30870)

Credit impairment reversal (losses) (1084) (2)

Asset Impairment reversal (losses) (3362) (3565)

Gain from disposal of assets 3607 -

II. Operating Profit 147395 37035

Add: Non-operating income 4225 1606

Less: Non-operating expenses 20 39

III. Total profit 151600 38602

Less: Income tax expense (income) 21449 51414

IV. Net profit (loss) 130151 (12812)

V. Other comprehensive income net of tax - -

(1) Items that will not be reclassified to profit or loss - -

(1.1) Re-measurement of defined benefit plan liability - -

(1.2) FV changes in other equity investment - -

VI. Total comprehensive income (loss) for the period 130151 (12812)

88ADAMA Ltd. Semmi-Annual Report 2025

(Expressed in RMB '000)

Consolidated Cash Flow Statement

Six months ended June 30

Notes 2025 2024

I. Cash flows from operating activities:

Cash received from sale of goods and rendering of services 14968968 13538583

Refund of taxes and surcharges 90510 104215

Cash received relating to other operating activities V.56(1) 75142 292828

Sub-total of cash inflows from operating activities 15134620 13935626

Cash paid for goods and services 9451146 8394452

Cash paid to and on behalf of employees 1999080 2093554

Payments of taxes and surcharges 289600 324788

Cash paid relating to other operating activities V.56(2) 1656216 1391714

Sub-total of cash outflows from operating activities 13396042 12204508

Net cash flows provided by operating activities V.57(1)a 1738578 1731118

II. Cash flows from investing activities:

Cash received from disposal of investments 41370 63100

Net cash received from disposal of fixed assets intangible

assets and other long-term assets 17493 30379

Sub-total of cash inflows from investing activities 58863 93479

Cash paid to acquire fixed assets intangible assets and

other long-term assets 589861 800485

Net cash paid to acquire subsidiaries or other business units 56272 -

Cash paid relating to other investing activities V.56(3) 47825 107950

Sub-total of cash outflows from investing activities 693958 908435

Net cash flows used in investing activities (635095) (814956)

III. Cash flows from financing activities:

Cash received from borrowings 1625222 1014194

Cash received from other financing activities V.56(4) 1082504 781651

Sub-total of cash inflows from financing activities 2707726 1795845

Cash repayments of borrowings 3107377 2792435

Cash payment for dividends profit distributions and interest 527153 586795

Including: Dividends paid to non-controlling interest 74170 34892

Cash paid relating to other financing activities V.56(5) 440257 261285

Sub-total of cash outflows from financing activities 4074787 3640515

Net cash flow used in financing activities (1367061) (1844670)

IV. Effects of foreign exchange rate changes on cash and cash

equivalent

equivalent (4700) 42030

V. Net decrease in cash and cash equivalents V.57(1)b (268278) (886478)

Add: Cash and cash equivalents at the beginning of the year 3583963 4857358

I. VI. Cash and cash equivalents at the end of the period V.57(2) 3315685 3970880

89ADAMA Ltd. Semmi-Annual Report 2025

(Expressed in RMB '000)

Company's Cash Flow Statement

Six months ended June 30

Notes 2025 2024

I. Cash flows from operating activities:

Cash received from sale of goods and rendering of services 650459 879847

Refund of taxes and surcharges 32238 41484

Cash received relating to other operating activities XV.7(1) 15324 12564

Sub-total of cash inflows from operating activities 698021 933895

Cash paid for goods and services 413963 530851

Cash paid to and on behalf of employees 64712 69738

Payments of taxes and surcharges 9317 9090

Cash paid relating to other operating activities XV.7(2) 23927 20299

Sub-total of cash outflows from operating activities 511919 629978

Net cash flows provided by operating activities XV.8 186102 303917

II. Cash flows from investing activities:

Cash received from returns of investments 32445 -

Net cash received from disposal of fixed assets intangible assets and other

long-term assets 11210 -

Cash received relating to other investing activities XV.7.(3) 803 127600

Sub-total of cash inflows from investing activities 44458 127600

Cash paid to acquire fixed assets intangible assets and

other long-term assets 9369 17913

Sub-total of cash outflows from investing activities 9369 17913

Net cash flows provided by (used in) investing activities 35089 109687

III. Cash flows from financing activities:

Cash received from borrowings 300000 50000

Cash received relating to other financing activities XV.7.(4) 1858 6460

Sub-total of cash inflows from financing activities 301858 56460

Cash repayments of borrowings 473046 544732

Cash payment for dividends profit distributions or interest 14395 19179

Cash paid relating to other financing activities XV.7.(5) 14246 3884

Sub-total of cash outflows from financing activities 501687 567795

Net cash flow used in financing activities (199829) (511335)

IV. Effects of foreign exchange rate changes on cash and cash equivalents 4965 9630

V. Net decrease in cash and cash equivalents 26327 (88101)

Add: Cash and cash equivalents at the beginning of the year XV.8(2) 39173 157186

VI. Cash and cash equivalents at the end of the period XV.8(2) 65500 69085

90ADAMA Ltd. Semmi-Annual Report 2025

(Expressed in RMB '000)

Consolidated Statement of Changes in Shareholders’ Equity

For the Six months ended June 30 2025

Other

Share Capital comprehensive Special Surplus Retained Non-controlling

capital reserve income reserves reserve earnings Total interests Total equity

I. Balance at December 31 2024 2329812 12950464 1721028 10798 298610 1680382 18991094 - 18991094

II. Changes in equity for the period - - 71116 (2644) - (154522) (86050) - (86050)

1. Total comprehensive loss - - 71116 - - (80352) (9236) - (9236)

2. Appropriation of profits - - - - - (74170) (74170) - (74170)

2.1 Distribution to non-controlling - - - - - (74170) (74170) - (74170)

interest

3. Special reserve - - - (2644) - - (2644) - (2644)

3.1 Transfer to special reserve - - - 4514 - - 4514 - 4514

3.2 Amount utilized - - - (7158) - - (7158) - (7158)

III. Balance at June 30 2025 2329812 12950464 1792144 8154 298610 1525860 18905044 - 18905044

91ADAMA Ltd. Semmi-Annual Report 2025

(Expressed in RMB '000)

Statement of Changes in Shareholders’ Equity

For the Six months ended June 30 2024

Other

Share Capital comprehensive Special Surplus Retained Non-controlling

capital reserve income reserves reserve earnings Total interests Total equity

I. Balance at December 31 2023 2329812 12950464 1675896 16595 273617 4678091 21924475 - 21924475

II. Changes in equity for the period - - (3734) (8497) - (929758) (941989) - (941989)

1. Total comprehensive loss - - (3734) - - (894866) (898600) - (898600)

2. Appropriation of profits - - - - - (34892) (34892) - (34892)

2.1 Distribution to non-controlling - - - - - (34892) (34892) - (34892)

interest

3. Special reserve - - - (8497) - - (8497) - (8497)

3.1 Transfer to special reserve - - - 4721 - - 4721 - 4721

3.2 Amount utilized - - - (13218) - - (13218) - (13218)

III. Balance at June 30 2024 2329812 12950464 1672162 8098 273617 3748333 20982486 - 20982486

92ADAMA Ltd. Semmi-Annual Report 2025

(Expressed in RMB '000)

Company's Statement of Changes in Shareholders’ Equity

For the Six months ended June 30 2025

Other

Share Capital comprehensive Special Surplus Retained

capital reserve income reserves reserve earnings Total

I. Balance at December 31 2024 2329812 15523881 23894 11489 298610 779972 18967658

II. Changes in equity for the period - - - (2644) - 130151 127507

1. Total comprehensive income - - - - - 130151 130151

2. Special reserve - - - (2644) - - (2644)

2.1 Transfer to special reserve - - - 4514 - - 4514

2.2 Amount utilized - - - (7158) - - (7158)

Ⅲ. Balance at June 30 2025 2329812 15523881 23894 8845 298610 910123 19095165

For the Six months ended June 30 2024

Other

Share Capital comprehensive Special Surplus Retained

capital reserve income reserves reserve earnings Total

I. Balance at December 31 2023 2329812 15523881 (1002) 17286 273617 555037 18698631

II. Changes in equity for the period - - - (8497) - (12812) (21309)

1. Total comprehensive income - - - - - (12812) (12812)

2. Special reserve - - - (8497) - - (8497)

2.1 Transfer to special reserve - - - 4721 - - 4721

2.2 Amount utilized - - - (13218) - - (13218)

Ⅲ. Balance at June 30 2024 2329812 15523881 (1002) 8789 273617 542225 18677322

93ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

I BASIC CORPORATE INFORMATION

ADAMA Ltd. (hereinafter the “Company” or the “Group”) is a company limited by shares established in

China with its head office located in Hubei Jingzhou.In June 2020 the controlling shareholder of the Company changed from China National Agrochemical Co.Ltd. (hereinafter – “CNAC") to Syngenta Group Co. Ltd. (hereinafter “Syngenta Group”). As of August

2021 following the combination between China National Chemical Co. Ltd. (hereinafter - “ChemChina”)

and Sinochem Holdings Corporation Ltd. (hereinafter - “Sinochem Holdings”) Syngenta Group and

subsequently the Company are ultimately controlled by Sinochem Holdings - parent of both ChemChina

and Sinochem Group Co. Ltd. (hereinafter “Sinochem Holdings”) subordinated to SASAC.The principal activities of the Company and its subsidiaries (together referred to as the “Group”) are engaged

in development manufacturing and marketing of agrochemicals intermediate materials for other industries

food additives and synthetic aromatic products mainly for export. For information about the largest

subsidiaries of the Company refer to Note VII.The Company’s consolidated financial statements had been approved by the Board of Directors of the

Company on August 25 2025.Details of the scope of consolidated financial statements are set out in Note VII "Interest in other entities"

whereas the changes of the scope of consolidation are set out in Note VI "Changes in consolidation scope".II BASIS OF PREPARATION

1. Basis of preparation

The Group has adopted the Accounting Standards for Business Enterprises issued by the Ministry of Finance

(the "MoF"). In addition the Group has disclosed relevant financial information in these financial statements

in accordance with Information Disclosure and Presentation Rules for Companies Offering Securities to the

Public No. 15-General Provisions on Financial Reporting (revised by China Securities RegulatoryCommission (hereinafter "CSRC”) in 2023).

2. Accrual basis and measurement principle

The Group has adopted the accrual basis of accounting. Except for certain financial instruments which are

measured at fair value deferred tax assets and liabilities assets and liabilities relating to employee benefits

provisions and investments in associated companies and joint ventures the Group adopts the historical cost

as the principle of measurement in the financial statements. Where assets are impaired provisions for asset

impairment are made in accordance with relevant requirements.In the historical cost measurement assets obtained shall be measured at the amount of cash or cash

equivalents or fair value of the consideration paid. Liabilities shall be measured at the actual amount of cash

or assets received or the contractual amount in a present obligation or the prospective amount of cash or

cash equivalents paid to discharge the liabilities.Fair value is the amount for which an asset could be exchanged or a liability settled between knowledgeable

willing market participants in an arm’s length transaction at the measurement date. Fair value measured and

disclosed in the financial statements are determined on this basis whether it is observable or estimated by

valuation techniques.

94ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

II BASIS OF PREPARATION - (cont’d)

2. Accrual basis and measurement principle - (cont’d)

The following table provides an analysis grouped into Levels 1 to 3 based on the degree to which the fair

value input is observable and significant to the fair value measurement as a whole:

Level 1 - based on quoted prices (unadjusted) in active markets;

Level 2 - based on valuation techniques for which the lowest level input that is significant to the fair value

measurement is observable (other than quoted prices included within Level 1) either directly or

indirectly;

Level 3 - based on valuation techniques for which the lowest level input that is significant to the fair value

measurement is unobservable.

3. Going concern

The financial statements have been prepared on the going concern basis.The Group has performed going concern assessment for the following 12 months from June 302025 and

have not identified any significant doubtful matter or event on the going concern as such the financial

statement have been prepared on the going concern basis.III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES

1. Statement of compliance

These financial statements are in compliance with the Accounting Standards for Business Enterprises to truly

and completely reflect the Company's consolidated financial position as at December 31 2024 and the

Company's consolidated operating results changes in shareholders' equity and cash flows for the twelve

months then ended.

2. Accounting period

The Group has adopted the calendar year as its accounting year i.e. from 1 January to 31 December.

3. Business cycle

The company takes the period from the acquisition of assets for processing to their realisation in cash or cash

equivalents as a normal operating cycle. The operating cycle for the company is 12 months.

4. Reporting currency

The Company and its domestic subsidiaries choose Renminbi (hereinafter "RMB") as their functional

currency. Functional currencies of overseas subsidiaries are determined on the basis of the principal

economic environment in which the overseas subsidiaries operate. The functional currency of the overseas

subsidiaries is mainly the United States Dollar (hereinafter "USD"). The presentation currency of these

financial statements is Renminbi.

95ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

5. Criteria of determining material item in the report and its benchmark

Item Benchmark for Material Item

Individual construction in progress project with a budget higher than RMB

Material construction in progress projects

100 million

6. Business combinations

6.1 Business combinations not involving enterprises under common control and goodwill

A business combination not involving enterprises under common control is a business combination in which

all of the combining enterprises are not ultimately controlled by the same party or parties before and after

the combination.The costs of business combination are the fair value of the assets paid liabilities incurred or assumed and

equity instruments issued by the acquirer for the purpose of achieving the control rights over the acquiree.The intermediary costs such as audit legal services and assessment consulting costs and other related

management costs that are directly attributable to the combination by the acquirer are charged to profit or

loss in the period in which they are incurred. Direct capital issuance costs incurred in respect of equity

instruments or liabilities issued pursuant to the business combination should be charged to the respect equity

instruments or liabilities upon initial recognition of the underlying equity instruments or liabilities.The acquiree’s identifiable assets liabilities and contingent liabilities acquired by the acquirer in a business

combination that meet the recognition criteria shall be measured at fair value at the acquisition date.The consideration transferred includes the fair value of any contingent consideration. (such as earnout

arrangements with the former shareholders). After the acquisition date the Group recognizes changes in the

fair value of contingent consideration classified as a financial liability at fair value through profit or loss.Where the cost of combination exceeds the acquirer’s interest in the fair value of the acquiree’s identifiable

net assets the difference is treated as an asset and recognized as goodwill which is measured at cost on

initial recognition. Where the cost of combination is less than the acquirer’s interest in the fair value of the

acquiree’s identifiable net assets the remaining difference is recognized immediately in profit or loss for the

current year.The goodwill raised because of the business combination should be separately disclosed in the consolidated

financial statement and measured by the initial amount less any accumulative impairment provision.In a business combination achieved in stages the Group remeasure its previously held equity interest in the

acquiree at its acquisition-date fair value and recognise the resulting gain or loss if any in profit or loss.

96ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

7. Basis for preparation of consolidated financial statements

The scope of consolidation in consolidated financial statements is determined on the basis of control. Control

is achieved when the Company has power over the investee; is exposed or has rights to variable returns

from its involvement with the investee; and has the ability to use its power to affect its returns.For a subsidiary disposed of by the Group the operating results and cash flows before the date of disposal

(the date when control is lost) are included in consolidated income statement and consolidated statement of

cash flows.For a subsidiary acquired through a business combination not involving enterprises under common control

the operating results and cash flows from the acquisition date (the date when control is obtained) are included

in consolidated income statement and consolidated statement of cash flows.The significant accounting policies and accounting years adopted by the subsidiaries are determined based

on the uniform accounting policies and accounting years set out by the Company.All significant intra-group balances transactions and unrealized profits are eliminated on consolidation.The portion of subsidiaries' equity that is not attributable to the Company is treated as non-controlling

interests and presented as "non-controlling interests" in the shareholders’ equity in consolidated balance

sheet. The portion of net profits or losses of subsidiaries for the period attributable to non-controlling

interests is presented as "non-controlling interests" in consolidated income statement below the "net profit"

line item. Total comprehensive income attributable to non-controlling shareholders is presented separately

in the consolidated income statement below the total comprehensive income line item.When the amount of loss for the period attributable to the non-controlling shareholders of a subsidiary

exceeds the non-controlling shareholders' portion of the opening balance of owners' equity of the subsidiary

the excess amount is still allocated against non-controlling interests.Acquisition of non-controlling interests or disposal of equity interest in a subsidiary that does not result in

the loss of control over the subsidiary is accounted for as equity transactions. The carrying amounts of the

Company's interests and non-controlling interests are adjusted to reflect the changes in their relative interests

in the subsidiary. The difference between the amount by which the non-controlling interests are adjusted and

the fair value of the consideration paid or received is adjusted to capital reserve under owners' equity. If the

capital reserve is not sufficient to absorb the difference the excess is adjusted against retained earnings.Other comprehensive income attributed to the non-controlling interest is reattributed to the shareholders of

the company.A put option issued by the Group to holders of non-controlling interests that is settled in cash or other

financial instrument is recognized as a liability at the present value of the exercise price (according to the

"anticipated acquisition method"). The Group’s share of a subsidiary’s profits includes the share of the

holders of the non-controlling interests to which the Group issued a put option.

97ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

6. Basis for preparation of consolidated financial statements - (cont’d)

In cases which the Group has a Call option in addition to the Put option above due to the anticipated

acquisition method implementation no value is given to the Call option in the consolidated financial

statements.When the Group loses control over a subsidiary due to disposal of certain equity interest or other reasons

any retained interest is re-measured at its fair value at the date when control is lost. The difference between

(i) the aggregate of the consideration received on disposal and the fair value of any retained interest and (ii)

the share of the former subsidiary's net assets cumulatively calculated from the acquisition date according to

the original proportion of ownership interest is recognized as investment income in the period in which

control is lost. Other comprehensive income associated with the disposed subsidiary is reclassified to

investment income in the period in which control is lost.

7. Classification and accounting methods of joint arrangement

There are two types of joint arrangements – joint operations and joint ventures. The type of joint

arrangements is determined based on the rights and obligations of joint operator to the joint arrangements

by considering the factors such as the structure the legal form of the arrangements and the contractual

terms etc. A joint operation is a joint arrangement whereby the joint operators have rights to the assets and

obligations for the liabilities relating to the arrangement. A joint venture is a joint arrangement whereby the

joint ventures have rights to the net assets of the arrangement.

8. Cash and cash equivalents

Cash comprises cash on hand and deposits that can be readily withdrawn on demand. Cash equivalents are

the Group's short-term highly liquid investments that are readily convertible to known amounts of cash and

which are subject to an insignificant risk of changes in value.

9. Translation of transactions and financial statements denominated in foreign currencies

10.1 Transactions denominated in foreign currencies

On initial recognition foreign currency transactions are translated into functional currency using the spot

exchange rate prevailing at the date of transaction.At the balance sheet date foreign currency monetary items are translated into functional currency using the

spot exchange rates at the balance sheet date. Exchange differences arising from the differences between the

spot exchange rates prevailing at the balance sheet date and those on initial recognition or at the previous

balance sheet date are recognized in profit or loss for the period except that (i) exchange differences related

to a specific-purpose borrowing denominated in foreign currency that qualify for capitalization are

capitalized as part of the cost of the qualifying asset during the capitalization period. (ii) exchange differences

related to hedging instruments for the purpose of hedging against foreign currency risks are accounted for

using hedge accounting.

98ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

10. Translation of transactions and financial statements denominated in foreign currencies - (cont’d)

10.1 Transactions denominated in foreign currencies - (cont’d)

When preparing financial statements involving foreign operations if there is any foreign currency monetary

items which in substance forms part of the net investment in the foreign operations exchange differences

arising from the changes of foreign currency are recorded as other comprehensive income and will be

reclassified to profit or loss upon disposal of the foreign operations.Foreign currency non-monetary items measured at historical cost are translated to the amounts in functional

currency at the spot exchange rates on the dates of the transactions and the amounts in functional currency

remain unchanged.

10.2 Translation of financial statements denominated in foreign currency

For the purpose of preparing consolidated financial statements financial statements of a foreign operation

are translated from the foreign currency into RMB using the following method: assets and liabilities on the

balance sheet are translated at spot exchange rate prevailing at the balance sheet date; shareholders' equity

items except for retained earnings are translated at the spot exchange rates at the dates on which such items

arose; all items in the income statement as well as items reflecting the distribution of profits are translated at

average rate or at spot exchange rates on the dates of the transactions; the retained earnings opening balance

is previous year's translated retained earnings closing balance; the closing balance of retained earnings is

calculated and presented on the basis of each translated income statement and profit distribution item. The

difference between the translated assets and the aggregate of liabilities and shareholders' equity items is

recorded as other comprehensive income. Cash Flows arising from transaction in foreign currency and the

cash flows of a foreign subsidiary are translated at the spot exchange rate on the date of the cash flow the

effect of exchange rate changes on the cash and cash equivalents is regarded as a reconciling item and presentseparately in the statement “effect of foreign exchange rate changes on the cash and cash equivalents".The opening balances and the comparative figures of prior year are presented at the translated amounts in

the prior year's financial statements.On disposal of the Group's entire equity interest in a foreign operation or upon a loss of control over a

foreign operation due to disposal of certain equity interest in it or other reasons the Group transfers the

accumulated translation differences which are attributable to the owners' equity of the Company and

presented under other comprehensive income to profit or loss in the period in which the disposal occurs.In case of a disposal or other reason that does not result in the Group losing control over a foreign operation

the proportionate share of accumulated translation differences are re-attributed to non-controlling interests

and are not recognized in profit and loss. For partial disposals of equity interest in foreign operations which

are associates or joint ventures the proportionate share of the accumulated translation differences are

reclassified to profit or loss.

99ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

10. Financial instruments

The Group recognizes a financial asset or a financial liability when it becomes a party to the contractual

provisions of the instrument. At initial recognition the Group measures a financial asset or financial liability

at its fair value plus or minus (which is not measured at fair value through profit or loss) transaction costs

that are directly attributable to the acquisition or issue of the financial asset or financial liability. Initial

recognition in trade receivables which do not contain a significant financing component shall be made

according to their transaction price.

11.1 Classification and measurement of financial assets

After initial recognition an entity shall measure a financial asset at: (a) amortised cost; (b) fair value through

other comprehensive income (“FVTOCI”); or (c) fair value through profit or loss (“FVTPL”).

11.1.1 Financial assets at amortised cost

A financial asset is measured at amortised cost if both of the following conditions are met: (a) the financial

asset is held within a business model whose objective is to hold financial assets in order to collect contractual

cash flows; and (b) the contractual terms of the financial asset give rise on specified dates to cash flows that

are solely payments of principal and interest on the principal amount outstanding.Such financial assets are subsequently measured at amortised cost using effective interest method. Gains or

losses upon impairment and derecognition are recognized in profit or loss.

11.1.1.1 Effective interest method and amortised cost

Effective interest rate represents the rate that discounts the future cash flow over the expected subsisting

period or shorter period if appropriate of the financial asset or financial liability to the current carrying

value of such financial asset or financial liability.When calculating the effective interest rate the Group will consider the anticipated future cash flow (not

considering the future credit loss) on the basis of all contract clauses of financial assets or financial liabilities

as well as consider all kinds of charges which are an integral part of the effective interest rate including

transaction fees and discount or premium paid or received between both parties of financial asset or financial

liability contract.

100ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

11. Financial instruments - (cont’d)

11.1 Classification and measurement of financial assets - (cont’d)

11.1.2 Financial assets at FVTOCI

A financial asset is measured at fair value through other comprehensive income if both of the following

conditions are met: (a) the financial asset is held within a business model whose objective is achieved by

both collecting contractual cash flows and selling financial assets and (b) the contractual terms of the

financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on

the principal amount outstanding.A gain or loss on a financial asset measured at fair value through other comprehensive income is recognized

in other comprehensive income except for impairment gains or losses foreign exchange gains and losses

and interest calculated using the effective interest method until the financial asset is derecognized or

reclassified. When the financial asset is derecognized the cumulative gain or loss previously recognized in

other comprehensive income is reclassified from equity to profit or loss as a reclassification adjustment.

11.1.3 Financial assets at FVTPL

Financial assets at FVTPL are either those that are classified as financial assets at FVTPL or designated as

financial assets at FVTPL.A financial asset is measured at FVTPL unless it is measured at amortised cost or at FVTOCI.The Group may at initial recognition irrevocably designate a financial asset as measured at FVTPL if doing

so eliminates or significantly reduces a measurement or recognition inconsistency (sometimes referred to as

an ‘accounting mismatch’) that would otherwise arise from measuring assets or liabilities or recognizing the

gains and losses on them on different bases.A gain or loss on a financial asset that is measured at FVTPL is recognized in profit or loss unless it is part

of a hedging relationship. Dividends are recognized in profit or loss.

11.1.4 Designated financial assets at FVTOCI

At initial recognition the Group makes an irrevocable election to designate to FVTOCI an investment in an

equity instrument that is not held for trading.When a non-trading equity instrument investment is designated as a financial asset that is measured at fair

value through other comprehensive income the changes in the fair value of the financial asset are recognised

in other comprehensive income. Upon realization the accumulated gains or losses from other comprehensive

income are transferred from other comprehensive income and included in retained earnings. During the

period in which the Group holds these non-trading investment instruments the right to receive dividends in

the Group has been established and the economic benefits related to dividends are likely to flow into the

Group and when the amount of dividends can be reliably measured the dividend income is recognized in

the current profit and loss.

101ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

11. Financial instruments - (cont’d)

11.2 Impairment of financial assets

The Group recognizes a loss allowance for expected credit losses on financial assets that are classified to

amortised cost and FVTOCI.The Group always measures the loss allowance at an amount equal to lifetime expected credit losses for

trade receivables and notes receivables.For financial assets other than trade receivables the Group initially measure the loss allowance for that

financial instrument at an amount equal to 12-month expected credit losses. At each balance sheet date if

the credit risk on that financial instrument has increased significantly since initial recognition the Group

measures the loss allowance for a financial instrument at an amount equal to the lifetime expected credit

losses. The Group recognizes in profit or loss as an impairment gain or loss the amount of expected credit

losses (or reversal) that is required to adjust the loss allowance to the amount that is required to be recognized.

11.2.1 Significant increases in credit risk

At each balance sheet date the Group assesses whether the credit risk on a financial instrument has

increased significantly since initial recognition.The Group mainly considers the following list of information in assessing changes in credit risk:

(a) significant changes in internal price indicators of credit risk as a result of a change in credit risk since

inception.(b) significant changes in external market indicators of credit risk for a particular financial instrument

or similar financial instruments with the same expected life.(c) a significant change in the debtors’ ability to meet its debt obligations.(d) an actual or expected significant change in the operating results of the debtor.(e) significant increases in credit risk on other financial instruments of the same debtor.(f) an actual or expected significant adverse change in the regulatory economic or technological

environment of the debtor.(g) significant changes in the value of the collateral supporting the obligation or in the quality of third-

party guarantees or credit enhancements which are expected to reduce the debtor’s economic

incentive to make scheduled contractual payments or to otherwise have an effect on the probability

of a default occurring.(h) significant changes that are expected to reduce the receivable’s economic incentive to make

scheduled contractual payments.(i) significant changes in the expected performance and behaviour of the debtor.The Group assumes that the credit risk on a financial instrument has not increased significantly since initial

recognition if the financial instrument is determined to have low credit risk at the reporting date.

102ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

11. Financial instruments - (cont’d)

11.2 Impairment of financial assets - (cont’d)

11.2.2 Credit-impaired financial asset

A financial asset is credit-impaired when one or more events that have a detrimental impact on the estimated

future cash flows of that financial asset have occurred. Evidence that a financial asset is credit-impaired

include observable data about the following events:

(a) significant financial difficulty of the issuer or the receivable;

(b) a breach of contract such as a default or past due event;

(c) the lender(s) of the receivable for economic or contractual reasons relating to the receivable’s

financial difficulty having granted to the receivable a concession(s) that the lender(s) would not

otherwise consider;

(d) it is becoming probable that the receivable will enter bankruptcy or other financial reorganization;

11.2.3 Recognition of expected credit losses

Expected credit losses of financial instruments are determined as the present value of the difference

between: (a) the contractual cash flows that are due to an entity under the contract; and (b) the cash flows

that the entity expects to receive.For a financial asset that is credit-impaired at the reporting date an entity shall measure the expected credit

losses as the difference between the asset’s gross carrying amount and the present value of estimated future

cash flows discounted at the financial asset’s original effective interest rate. Any adjustment is recognized

in profit or loss as an impairment gain or loss.The Group measures expected credit losses of a financial instrument in a way that reflects:

(a) an unbiased and probability-weighted amount that is determined by evaluating a range of possible

outcomes;

(b) the time value of money; and

(c) reasonable and supportable information that is available without undue cost or effort at the reporting

date about past events current conditions and forecasts of future economic conditions.

103ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

11. Financial instruments - (cont’d)

11.2 Impairment of financial assets - (cont’d)

11.2.4 Written-off of financial assets

The Group directly reduces the gross carrying amount of a financial asset when the entity has no reasonable

expectations of recovering a financial asset in its entirety or a portion thereof. A write-off constitutes a

derecognition event.

11.3 Transfer of financial asset

The Group derecognizes a financial asset if one of the following conditions is satisfied: (i) the contractual

rights to the cash flows from the financial asset expire; or (ii) the financial asset has been transferred and

substantially all the risks and rewards of ownership of the financial asset transferred to the transferee; or (iii)

although the financial asset has been transferred the Group neither transfers nor retains substantially all the

risks and rewards of ownership of the financial asset but has not retained control of the financial asset.If the Group neither transfers nor retains substantially all the risks and rewards of ownership of a financial

asset and it retains control of the financial asset it recognizes the financial asset to the extent of its continuing

involvement in the transferred financial asset and recognizes an associated liability. The extent of the

Group’s continuing involvement in the transferred asset is the extent to which it is exposed to changes in the

value of the transferred asset.When the company is derecognizing a financial asset in its entirety the difference between (i) the carrying

amount of the financial asset transferred; and (ii) the sum of the consideration received from the transfer is

recognized in profit or loss.

11.4 Classification and measurement of financial liabilities

Debt and equity instruments are classified as either financial liabilities or as equity in accordance with the

substance of the contractual arrangements and the definitions of a financial liability and an equity instrument.All financial liabilities are subsequently measured at FVTPL or other financial liabilities.Financial liabilities are classified as at FVTPL when the financial liability is (i) held for trading or (ii) it is

designated as at FVTPL. The financial liability other than derivative financial liabilities are stated as

liabilities held for trading.Other financial liabilities are subsequently measured at amortized cost by using effective interest method.Gain or loss arising from derecognition or amortization is recognized in current profit or loss.

104ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

11. Financial instruments - (cont’d)

11.5 Derecognition of financial liabilities

Financial liabilities are derecognized in full or in part only when the present obligation is discharged in full

or in part. An agreement entered into force between the Group (debtor) and a creditor to replace the original

financial liabilities with new financial liabilities with substantially different terms derecognize the original

financial liabilities as well as recognize the new financial liabilities. When financial liabilities is

derecognized in full or in part the difference between the carrying amount of the financial liabilities

derecognized and the consideration paid (including transferred non-cash assets or new financial liability) is

recognized in profit or loss for the current period.

11.6 Derivatives

Derivative financial instruments include forward exchange contracts currency swaps and foreign exchange

options etc. Derivatives are initially measured at fair value at the date when the derivative contracts are

entered into and are subsequently re-measured at fair value. The resulting gain or loss is recognized in profit

or loss unless the derivative is designated and highly effective as a hedging instrument in which case the

timing of the recognition in profit or loss depends on the nature of the hedge relationship (Note III 32.1).

11.7 Offsetting financial assets and financial liabilities

Financial assets and financial liabilities shall be presented separately in the balance sheet and shall not be

offset except for circumstances where the Group has a legal right that is currently enforceable to offset the

recognized financial assets and financial liabilities and intends either to settle on a net basis or to realize

the financial asset and settle the financial liability simultaneously a financial asset and a financial liability

shall be offset and the net amount is presented in the balance sheet.

11.8 Equity instruments

The consideration received from the issuance of equity instruments net of transaction costs is recognized in

shareholders’ equity. Consideration and transaction costs paid by the Company for repurchasing self-issued

equity instruments are deducted from shareholders’ equity.When the Company repurchases its own shares those shares are treated as treasury shares. All expenditures

relating to the repurchase are recorded in the cost of the treasury shares with the transaction entering into

the share capital. Treasury shares are excluded from profit distributions and are stated as a deduction under

shareholders’ equity in the balance sheet.

105ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

11. Accounts receivables

Accounts receivables are assessed for impairment on a collective group and/or on an individual basis as

follows:

Expected credit losses in respect of accounts receivables is measured at an amount equal to lifetime expected

credit losses. The assessment is made collectively for account receivables where receivables share similar

credit risk characteristics based on geographical location using the expected credit losses model including

inter-alia aging analysis historical loss experiences adjusted by the observable factors reflecting current and

expected future economic conditions. The ratio of the account receivables collective provision for expected

credit losses in which credit losses has not occurred is between 0%-4.36%.When credit risk on accounts receivable has increased significantly since initial recognition the group

records specific provision or collective provision which is determined for groups of similar assets in

countries in which there are large number of customers with immaterial balances.In assessing whether the credit risk on accounts receivables has increased significantly since initial

recognition the Group compares the risk of a default occurring on the accounts receivables at the reporting

date with the risk of a default occurring on the accounts receivables at the date of initial recognition and

considers both quantitative and qualitative information that is reasonable and supportable including

observable data that comes to the attention of the Group about loss events such as a significant decline in the

solvency of an individual debtor or the portfolio of debtors and significant changes in the financial condition

that have an adverse effect on the debtor.

12. Receivables financing

All receivbales financing are bank acceptance notes due within 1 year. From the past experience the

possibility of significant losses due to banks default is low the Group believes that there is no significant

credit risk in the bank acceptances notes held.

13. Other receivables

The Group determines expected credit losses for other receivables on an individual basis.

14. Inventories

15.1 Categories of inventories and initial measurement

The Group's inventories mainly include raw materials work in progress semi-finished goods finished goods

and reusable materials. Reusable materials include low-value consumables packaging materials and other

materials which can be used repeatedly but do not meet the definition of fixed assets.Inventories are initially measured at cost. Cost of inventories comprises all costs of purchase costs of

conversion and other expenditures incurred in bringing the inventories to their present location and condition

including direct labor costs and an appropriate allocation of production overheads.

106ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

15. Inventories - (cont’d)

15.2 Valuation method of inventories upon delivery

The actual cost of inventories upon delivery is calculated using the weighted average method.

15.3 Basis for determining net realizable value of inventories and provision methods for decline in value of

inventories

At the balance sheet date inventories are measured at the lower of cost and net realizable value. If the net

realizable value is below the cost of inventories a provision for decline in value of inventories is made. Net

realizable value is the estimated selling price in the ordinary course of business less the estimated costs of

completion the estimated costs necessary to make the sale and relevant taxes. In determining the realizable

value of inventory it is based on solid evidence obtained while also considering the purpose of holding the

inventory and the impact of events after the balance sheet date.After the provision for decline in value of inventories is made if the circumstances that previously caused

inventories to be written down below cost no longer exist so that the net realizable value of inventories is

higher than their carrying amount the original provision for decline in value is reversed and the reversal is

included in profit or loss for the period.

15.4 The perpetual inventory system is maintained for stock system.

15. Long-term equity investments

Long-term equity investments include investments in subsidiaries joint ventures and associates.

16.1 Basis for determining control joint control and significant influence over investee

Control is achieved when the Company has power over the investee; is exposed or has rights to variable

returns from its involvement with the investee; and has the ability to use its power to affect its returns.Joint control is the contractually agreed sharing of control over an economic activity and exists only when

the strategic financial and operating policy decisions relating to the activity require the unanimous consent

of the parties sharing control.Significant influence is the power to participate in the financial and operating policy decisions of the investee

but is not control or joint control over those policies.When determining whether an investing enterprise is able to exercise control or significant influence over

an investee the effect of potential voting rights of the investee (for example warrants and convertible debts)

held by the investing enterprises or other parties that are currently exercisable or convertible shall be

considered.

107ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

16. Long-term equity investments - (cont’d)

16.2 Determination of investment cost

Subsidiaries are the companies that are controlled by the Company. Associates are the companies over which

the Group has significant influence. Joint ventures are joint arrangements over which the Group has joint

control along with other investors and has rights to the net assets of the joint arrangement.The Company accounts for the investment in subsidiaries at historical cost in the Company's financial

statements. Investments in associates and joint ventures are accounted for under equity method.For a long-term equity investment acquired through a business combination involving enterprises under

common control the investment cost of the long-term equity investment is the share of the carrying amount

of the shareholders' equity of the acquiree attributable to the ultimate controlling party at the date of

combination. The difference between initial investment cost and cash paid non-cash assets transferred and

book value of liabilities assumed is adjusted in capital reserve. If the balance of capital reserve is not

sufficient to absorb the difference any excess is adjusted to retained earnings.For a long-term equity investment acquired through business combination not involving enterprises under

common control the investment cost of the long-term equity investment is the cost of acquisition. For a

business combination not involving enterprises under common control achieved in stages that involves

multiple exchange transactions the initial investment cost is carried at the aggregate of the carrying amount

of the acquirer’s previously held equity interest in the acquiree and the new investment cost incurred on the

acquisition date.Regarding the long-term equity investment acquired otherwise than through a business combination if the

long-term equity investment is acquired by cash the historical cost is determined based on the amount of

cash paid and payable; if the long-term equity investment is acquired through the issuance of equity

instruments the historical cost is determined based on the fair value of the equity instruments issued.

16.3 Subsequent measurement and recognition of profit or loss

If the long-term equity investment is accounted for at cost it should be measured at historical cost less

accumulated impairment losses. Dividend declared by the investee should be accounted for as investment

income.Under the equity method where the long-term equity investment initial investment cost exceeds the Group’s

share of the fair value of the investee’s identifiable net assets at the time of acquisition no adjustment is

made to the initial investment cost. Where the initial investment cost is less than the Group’s share of the

fair value of the investee’s identifiable net assets at the time of acquisition the difference is recognized in

profit or loss for the period and the cost of the long-term equity investment is adjusted accordingly.

108ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

16. Long-term equity investments - (cont’d)

16.3 Subsequent measurement and recognition of profit or loss - (cont’d)

Under the equity method the Group recognizes its share of the net profit or loss and other comprehensive

income of the investee for the period as investment income or loss and other comprehensive income for the

period. The Group recognizes its share of the investee’s net profit or loss based on the fair value of the

investee’s individual separately identifiable assets etc. at the acquisition date after making appropriate

adjustments to be confirmed with the Group's accounting policies and accounting period. The Group

discontinues recognizing its share of net losses of the investee after the carrying amount of the long-term

equity investment together with any long-term interests that in substance form part of its net investment in

the investee is reduced to zero. If the Group has incurred obligations to assume additional losses of the

investee a provision is recognized according to the expected obligation and recorded as investment loss for

the period.

16.4 Methods of impairment assessment and determining the provision for impairment loss

If the recoverable amounts of the investments to subsidiaries joint ventures and associates are less than their

carrying amounts an impairment loss should be recognized to reduce the carrying amounts to the recoverable

amounts (Note III 23).

16.5 The disposal of long-term equity investment

On disposal of a long term equity investment the difference between the proceeds actually received and

receivable and the carrying amount is recognized in profit or loss for the period.

17. Investment properties

Investment property refers to real estate held to earn rentals or for capital appreciation or both including

leased land use rights land use rights held and provided for transferring after appreciation and leased

constructions etc.Investment property is initially measured at cost. Subsequent expenditures related to an investment property

shall be included in cost of investment property only when the economic benefits associated with the asset

will likely flow to the Group and its cost can be measured reliably. All other subsequent expenditures on

investment property shall be included in profit or loss for the current period when incurred.The Group adopts cost method for subsequent measurement of investment property which is depreciated or

amortized using the same policy as that for buildings and land use rights.When an investment property is sold transferred retired or damaged the amount of proceeds on disposal of

the property net of the carrying amount and related taxes and surcharges is recognized in profit or loss for

the current period.

109ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

18. Fixed assets

18.1 Recognition criteria for fixed assets

Fixed assets include land owned by the Group and buildings machinery and equipment motor vehicles

office equipment and others.Fixed assets are tangible assets that are held for use in the production or supply of goods or for administrative

purposes and have useful lives of more than one accounting year. A fixed asset is recognized only when it

is probable that economic benefits associated with the asset will flow to the Group and the cost of the asset

can be reliably measured. Purchased or constructed fixed assets are initially measured at cost when acquired.Subsequent expenditures incurred for the fixed asset are included in the cost of the fixed asset and if it is

probable that economic benefits associated with the asset will flow to the Group and the subsequent

expenditures can be measured reliably. Other subsequent expenditures are recognized in profit or loss in the

period in which they are incurred.

18.2 Depreciation of each category of fixed assets

Fixed asset is depreciated based on the cost of fixed asset recognized less expected net residual value over

its useful life using the straight-line method since the month subsequent to the one in which it is ready for

intended use. Depreciation is calculated based on the carrying amount of the fixed asset after impairment

over the estimated remaining useful life of the asset.The Group reviews the useful life and estimated net residual value of a fixed asset and the depreciation

method applied at least once at each financial year-end and account for any change as a change in an

accounting estimate.The estimated useful life estimated net residual value and annual depreciation rate of each category of fixed

assets are as follows:

Residual Annual

Useful life value depreciation rate

Category Depreciation (years) (%) (%)

Buildings the straight-line method 15-50 0-4 1.9-6.7

Machinery and equipment the straight-line method 3-22 0-4 4.4-33.3

Office and other equipment the straight-line method 3-17 0-4 5.6-33.3

Motor vehicles the straight-line method 5-9 0-2 10.9-20.0

Overseas Land owned by the Group is not depreciated.

110ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

18. Fixed assets - (cont’d)

18.3 Other explanations

If a fixed asset is upon disposal or no future economic benefits are expected to be generated from its use or

disposal the fixed asset is derecognized. When a fixed asset is sold transferred retired or damaged the

amount of any proceeds on disposal of the asset net of the carrying amount and related taxes is recognized

in profit or loss for the period.The difference between recoverable amounts of the fixed assets under the carrying amount is referred to as

impairment loss (Note III 23).

19. Construction in progress

Construction in progress is measured at its actual costs. The actual costs include various construction

installation costs borrowing costs capitalized and other expenditures incurred until such time as the relevant

assets are completed and ready for its intended use. When the asset concerned is ready for its intended use

the cost of the asset is transferred to fixed assets and depreciated starting from the following month.The difference between recoverable amounts of the construction in progress under the carrying amount is

referred to as impairment loss (Note III 23).

20. Borrowing costs

Borrowing costs directly attributable to the acquisition construction or production of qualifying asset are

capitalized when expenditures for such asset and borrowing costs are incurred and activities relating to the

acquisition construction or production of the asset that are necessary to prepare the asset for its intended use

or sale have commenced. Capitalization of borrowing costs ceases when the qualifying asset being acquired

constructed or produced becomes ready for its intended use or sale. Borrowing costs incurred subsequently

should be charged to profit or loss. Capitalization of borrowing costs is suspended during periods in which

the acquisition construction or production of a qualifying asset is suspended abnormally and when the

suspension is for a continuous period of more than 3 months. Capitalization is suspended until the acquisition

construction or production of the asset is resumed.Where funds are borrowed under a specific-purpose borrowing the amount of interest to be capitalized is

the actual interest expenses incurred on that borrowing for the period less any bank interest earned from

depositing the borrowed funds before being used on the asset or any investment income on the temporary

investment of those funds.Where funds are borrowed under general-purpose borrowings the Group determines the amount of interest

to be capitalized on such borrowings by applying a capitalization rate to the weighted average of the excess

of cumulative expenditures on the asset over the amounts of specific-purpose borrowings. The capitalization

rate is the weighted average of the interest rates applicable to the general-purpose borrowings.During the capitalization period exchange differences on foreign currency specific-purpose borrowing are

fully capitalized whereas exchange differences on foreign currency general-purpose borrowing charged to

profit or loss.

111ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

21. Intangible assets

21.1 Valuation methods useful life impairment test

The Group’s intangible assets include product registration assets intangible assets upon purchase of products

marketing rights and rights to use tradenames and trademarks land use rights software and customer

relations. Intangible assets are stated at cost less accumulated amortization and impairment losses.When an intangible asset with a finite useful life is available for use its original cost less any accumulated

impairment losses is amortized over its estimated useful life using the straight-line method. An intangible

asset with an indefinite useful life is not amortized.For an intangible asset with a finite useful life the Group reviews the useful life and amortization method at

the end of the year and makes adjustments when necessary.The respective amortization periods for such intangible assets are as follows:

Item Amortization period (years)

Land use rights 49-50 years

Product registration 8-11 years

Intangible assets on purchase of products 7-20 years

Marketing rights tradename and trademarks 4-10 30 years

Exclusivity agreement 21 years

Software 3-5 years and 12 years for ERP

Customer relations 5-10 13 years

The difference between recoverable amounts of the intangible assets under the carrying amount is referred

to as impairment loss (see Note III 23).

112ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

21. Intangible assets - (cont’d)

21.2 Research and development expenditure

Internal research and development project expenditures were classified into research expenditures and

development expenditures depending on its nature and the greater uncertainty whether the research activities

becoming to intangible assets.Expenditure during the research phase is recognized as an expense in the period in which it is incurred.Expenditure during the development phase that meets all of the following conditions at the same time is

recognized as intangible asset:

- It is technically feasible to complete the intangible asset so that it will be available for use or sale;

- The Group has the intention to complete the intangible asset and use or sell it;

- The Group can demonstrate the ways in which the intangible asset will generate economic benefits;

- The availability of adequate technical financial and other resources to complete the development and the

ability to use or sell the intangible asset;

- The expenditure attributable to the intangible asset during its development phase can be reliably

measured.Expenditures that do not meet all of the above conditions at the same time are recognized in profit or loss

when incurred. If the expenditures cannot be distinguished between the research phase and development

phase the Group recognizes all of them in profit or loss for the period. Expenditures that have previously

been recognized in the profit or loss would not be recognized as an asset in subsequent years. Those

expenditures capitalized during the development stage are recognized as development costs incurred and

will be transferred to intangible asset when the underlying project is ready for an intended use.The research and development expenditure includes salaries and welfare expenses of personnel directly

engaged in research and development activities depreciation expenses of instruments and equipment used

in research and development activities expenses for field trial and professional services materials consumed

and lease and maintenance expenses related to research and development activities.

113ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

22. Goodwill

The initial cost of goodwill represents the excess of cost of acquisition over the acquirer’s interest in the fair

value of the identifiable net assets of the acquiree under a business combination not involving enterprises

under common control.Goodwill is not amortized and is stated in the balance sheet at cost less accumulated impairment losses (see

Note III 23). On disposal of an asset group or a set of asset groups any attributable goodwill is written off

and included in the calculation of the profit or loss on disposal.

23. Impairment of long-term assets

The Company assesses at each balance sheet date whether there is any indication that the fixed assets

construction in progress right of use assets intangible assets with finite useful lives investment properties

measured at historical cost investments in subsidiaries joint ventures and associates may be impaired. If

there is any indication that such assets may be impaired recoverable amounts are estimated for such assets.The recoverable amount of an asset is the higher of its fair value less costs to sell and the present value of

the future cash flow estimated to be derived from the asset. The Group estimates the recoverable amount on

an individual basis. If it is not possible to estimate the recoverable amount of the individual asset the Group

determines the recoverable amount of the asset group to which the asset belongs. Identification of an asset

group is based on whether major cash inflows generated by the asset group are largely independent of the

cash inflows from other assets or asset groups.Goodwill arising from a business combination is tested for impairment at least at each year end irrespective

of whether there is any indication that the asset may be impaired. For the purpose of impairment testing the

carrying amount of goodwill acquired in a business combination is allocated from the acquisition date on a

reasonable basis to each of the related asset groups; if it is impossible to allocate to the related asset groups

it is allocated to each of the related set of asset groups. Each of the related asset groups or set of asset groups

is an asset group or set of asset group that is able to benefit from the synergies of the business combination

and shall not be larger than a reportable segment determined by the Group. If the carrying amount of the

asset group or set of asset groups is higher than its recoverable amount the amount of the impairment loss

first reduced by the carrying amount of the goodwill allocated to the asset group or set of asset groups and

then the carrying amount of other assets (other than the goodwill) within the asset group or set of asset groups

pro rata based on the carrying amount of each asset.Once the impairment loss of such assets is recognized it will not be reversed in any subsequent period.

24. Contract liabilities

Contract liabilities refer to the Group’s obligation to transfer goods or services to a customer for which the

Group has received consideration from the customer.

114ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

25. Employee benefits

25.1 Short-term employee benefits

Employee wages or salaries bonuses social security contributions measured on a non-discounted basis and

the expense is recorded when the related service is provided. A provision for short-term employee benefits

in respect of cash bonuses is recognized in the amount expected to be paid where the Group has a current

legal or constructive obligation to pay the said amount for services provided by the employee in the past and

the amount can be estimated reliably.

25.2 Post-employment benefits

Post-employment benefits are classified into defined contribution plans and defined benefit plans.A defined contribution plan is a post-employment benefit plan under which the Group pays contributions to

a separate entity and has no legal or constructive obligation to pay further amounts. Obligations for

contributions to defined contribution plans are recognized as an expense in profit or loss in the periods during

which related services are rendered by employees.Defined benefit plans of the Group are post-employment benefit plans other than defined contribution plans.In accordance with the projected unit credit method the Group measures the obligations under defined

benefit plans using unbiased and mutually compatible actuarial assumptions to estimate related demographic

variables and financial variables and discount obligations under the defined benefit plans to determine the

present value of the defined benefit liability. The discount rate used is the yield on the reporting date on

highly-rated corporate debentures denominated in the same currency that have maturity dates approximating

the terms of the Group’s obligation.The Group attributes benefit obligations under a defined benefit plan to periods of service provided by

respective employees. Service cost and interest expense on the defined benefit liability are charged to profit

or loss and remeasurements of the defined benefit liability are recognized in other comprehensive income.

25.3 Termination benefits

When the Group terminates the employment with employees or provides compensation under an offer to

encourage employees to accept voluntary redundancy a provision is recognized with a corresponding

expense in profit or loss at the earlier of when the Group can no longer withdraw the offer of the termination

benefit and when it recognises any related restructuring costs.If the benefits are payable more than 12 months after the end of the reporting period they are discounted to

their present value. The discount rate used is the yield on the reporting date on highly-rated corporate

debentures denominated in the same currency that have maturity dates approximating the terms of the

Group’s obligation.

115ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

25. Employee benefits - (cont’d)

25.4 Other long-term employee benefits

The Group’s net obligation for long-term employee benefits which are not attributable to post-employment

benefit plans is for the amount of the future benefit to which employees are entitled for services that were

provided during the current and prior periods.The amount of these benefits is discounted to its present value and the fair value of the assets related to these

obligations is deducted therefrom. The discount rate used is the yield on the reporting date on highly-rated

corporate debentures denominated in the same currency that have maturity dates approximating the terms

of the Group’s obligation.

26. Share-based payment

Share-based payment refers to the transaction in order to acquire the service offered by the employees or

other parties that grants equity instruments or liabilities on the basis of the equity instruments. Share-based

payment classified into equity-settled share-based payment and cash-settled share-based payment.

26.1 Cash-settled share-based payment

The cash-settled share-based payment should be measured according to the fair value of the liabilities

recognized based on the shares or other equity instrument undertaken by the Company. For cash-settled

share-based payment made in return for the rendering of employee services that cannot be exercised until

the services are fully provided during the vesting period or specified performance targets are met on each

balance sheet date within the vesting period the services acquired in the current period shall based on the

best estimate of the number of exercisable instruments be recognized in relevant expenses and the

corresponding liabilities at the fair value of the liability incurred by the Company.On each balance sheet date and the settlement date before the settlement of the relevant liabilities the

Company should re-measure the fair value of the liabilities and the changes should be included in the current

period profit and loss.

27. Provisions

Provisions are recognized when the Group has a present obligation related to a contingency it is probable

that an outflow of economic benefits will be required to settle the obligation and the amount of the obligation

can be measured reliably.The amount recognized as a provision is the best estimate of the consideration required to settle the present

obligation at the settlement date taking into account factors pertaining to a contingency such as the risks

uncertainties and time value of money. Where the effect of the time value of money is material the amount

of the provision is determined by discounting the related future cash outflows. The increase in the provision

due to passage of time is recognized as interest expense.If all or part of the provision settlements is reimbursed by third parties when the realization of income is

virtually certain then the related asset should be recognized. However the amount of related asset

recognized should not be exceeding the respective provision amount.At the balance sheet date the amount of provision should be re-assessed to reflect the best estimation then.

116ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

28. Revenue

Revenue of the Group is mainly from sale of goods.The Group recognizes revenue when transferring goods to a customer at the amount of the transaction price.The timing of transferring the control of goods changes according to the specific terms of the sale contract.Regarding sales of products transfer of the control of goods generally occurs when the products arrive at the

customer’s warehouse while for certain overseas shipments the transfer occurs when the products are loaded

on the shipper’s transport vehicles.Transaction price is the amount of consideration to which an entity expects to be entitled in exchange for

transferring goods to a customer excluding amounts collected on behalf of third parties.Variable consideration

Variable consideration includes sales with a right of return (see below) refunds discounts volume rebates

etc. The amounts of variable consideration are estimated using the Group’s past experience in the relevant

markets. The Group includes in the transaction price the amounts of variable consideration only to the extent

that it is highly probable that a significant reversal in the amount of cumulative revenue recognized will not

occur when the uncertainty associated with the variable consideration is subsequently resolved.Significant financing component

For a contract with a significant financing component the Group recognize revenue at an amount that reflects

the price that a customer would have paid for the goods if the customer had paid cash for those goods at

receipt. The difference between the amount of consideration and the cash selling price of the goods is

amortized in the contract period using effective interest rate. The Group does not adjust the amount of

consideration for the effects of a significant financing component if the Group expects at contract inception

that the period between when the entity transfers a good to a customer and when the customer pays for that

good will be one year or less.Sale with a right of return

For sale with a right of return the Group recognizes revenue at the amount of consideration to which the

Group expects to be entitled (ie excluding the products expected to be returned). For any amounts received

(or receivable) for which an entity does not expect to be entitled the entity shall not recognize revenue when

it transfers products to customers but shall recognize those amounts received (or receivable) as a refund

liability. An asset recognized for the Group’s right to recover products from a customer on settling a refund

liability shall initially be measured by reference to the former carrying amount of the product less any

expected costs to recover those products.Advance receipts for the sale of goods

When the Group receives advance payments from customers for the sale of goods it first recognizes such

payments as liabilities and then transfers them to revenue when the relevant performance obligations are

fulfilled.

117ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

29. Government grants

Government grants are transfer of monetary assets and non-monetary assets from the government to the

Group at no consideration including tax returns financial subsidies and so on. A government grant is

recognized only when the Group can comply with the conditions attached to the grant and the Group will

receive the grant.If a government grant is in the form of a transfer of a monetary asset it is measured at the amount received

or receivable. If a government grant is in the form of a non-monetary asset it is measured at fair value. If

the fair value cannot be reliably determined it is measured at a nominal amount.Government grants are either related to assets or income.

(1) The basis of judgment and accounting method of the government grants related to assets

Government grants obtained for acquiring long-term assets are government grants related to assets. A

government grant related to an asset is offset with the cost of the relevant asset.

(2) The basis of judgment and accounting method of the government grants related to income

For a government grant related to income if the grant is a compensation for related expenses or losses to be

incurred in subsequent periods the grant is recognized as deferred income and recognized in profit or loss

over the periods in which the related costs are recognized. If the grant is a compensation for related expenses

or losses already incurred the grant is recognized immediately in profit or loss for the period.Government grants related to the Group’s normal course of business are offset with related costs and

expenses. Government grants related that are irrelevant with the Group’s normal course of business are

included in non-operating gains.

30. Current and deferred tax

The income tax expenses include current income tax and deferred income tax.

30.1 Current income tax

At the balance sheet date current income tax liabilities (or assets) for the current and prior periods are

measured at the amount expected to be paid (or recovered) according to the requirements of tax laws.

30.2 Deferred tax assets and deferred tax liabilities

Temporary differences are differences between the carrying amounts of certain assets or liabilities and their

tax base.All taxable temporary differences are recognized as related deferred tax liabilities. Deferred tax assets are

recognized to the extent that it is probable that future taxable profits will be available against which the

deductible losses and tax credits can be utilized.

118ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

30. Current and deferred tax - (cont’d)

30.2 Deferred tax assets and deferred tax liabilities - (cont’d)

For deductible losses and tax credits that can be carried forward deferred tax assets are recognized to the

extent that it is probable that future taxable profits will be available against which the deductible losses and

tax credits can be utilized. However for deductible temporary differences associated with the initial

recognition of goodwill and the initial recognition of an asset or liability arising from a transaction (not a

business combination) that affects neither the accounting profit nor taxable profits (or deductible losses) at

the time of transaction no deferred tax asset or liability is recognized.At the balance sheet date deferred tax assets and liabilities are measured at the tax rates according to tax

laws that are expected to apply in the period in which the asset is realized or the liability is settled.Deferred tax liabilities are recognized for taxable temporary differences associated with investments in

subsidiaries and associates and interests in joint ventures except where the Group is able to control the

timing of the reversal of the temporary difference and it is probable that the temporary difference will not

reverse in the foreseeable future.The Group may be required to pay additional tax in case of distribution of dividends by the Group companies.This additional tax was not included in the financial statements since the policy of the Group is not to

distribute in the foreseeable future a dividend which creates a significant additional tax liability.Except for those current income tax and deferred tax charged to comprehensive income or shareholders’

equity in respect of transactions or events which have been directly recognized in other comprehensive

income or shareholders’ equity and deferred tax recognized on business combinations all other current

income tax and deferred tax items are charged to profit or loss in the current period.At the balance sheet date the carrying amount of deferred tax assets is reviewed and reduced if it is no longer

probable that sufficient taxable profits will be available in the future to allow the benefit of deferred tax

assets to be utilized. Such reduction is reversed when it becomes probable that sufficient taxable profits will

be available.

30.3 Offset of income tax

When the Group has a legal right to settle current tax assets and liabilities on a net basis and tax assets and

tax liabilities relate to income taxes levied by the same taxation authority on either the same taxable entity

or different taxable entities which intend to realize the assets and liabilities simultaneously current tax assets

and liabilities are offset and presented on a net basis.When the Group has a legal right to settle deferred tax assets and liabilities on a net basis which relates to

income taxes levied by the same taxation authority on either the same taxable entity or different taxable

entities which intend either to settle current tax assets and liabilities on a net basis or to realize the assets and

liabilities simultaneously in each future period in which significant amounts of deferred tax assets or

liabilities are expected to be reversed deferred tax assets and deferred tax liabilities are offset and presented

on a net basis.

119ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

31. Leases

Lease is a contract that conveys the right to use an asset for a period of time in exchange for consideration.

31.1 Determining whether an arrangement contains a lease

On the inception date of the lease the Group determines whether the arrangement is a lease or contains a

lease while assessing if it conveys the right to control the use of an identified asset for a period of time in

exchange for consideration. In its assessment of whether an arrangement conveys the right to control the use

of an identified asset the Group assesses whether it has the following two rights throughout the lease term:

(a) The right to obtain substantially all the economic benefits from use of the identified asset; and

(b) The right to direct the identified asset’s use.An arrangement does not contain a lease if an asset is leased for a period of less than 12 months or to lease of

asset with low economic value.

31.2 Initial recognition of leased assets and lease liabilities

Upon initial recognition the Group recognizes a liability at the present value of future lease payments

(exclude certain variable lease payments as detailed in Note III 31.4) and concurrently the Group recognizes

a right-of-use asset at the same amount adjusted for any prepaid lease payments paid at the lease date or

before plus initial direct costs incurred in respect of the lease.When the interest rate implicit in the lease is not readily determinable the incremental borrowing rate of the

lessee is used.The Group presents right-of-use assets separately from other assets in the balance sheet.

31.3 The lease term

The lease term is the non-cancellable period of the lease plus periods covered by an extension or termination

option if it is reasonably certain that the lessee will exercise or not exercise the option respectively.If there is a change in the lease term or in the assessment of an option to purchase the underlying asset the

Group remeasures the lease liability on the basis of the revised lease term and the revised discount rate and

adjust the right-of-use assets accordingly.

31.4 Variable lease payments

Variable lease payments that depend on an index or a rate are initially measured using the index or rate

existing at the commencement of the lease. When the cash flows of future lease payments change as the

result of a change in an index or a rate the balance of the liability is adjusted with a correspondence change

in the right-of-use asset.Other variable lease payments that are not included in the measurement of the lease liability are recognized

in profit or loss in the period in which the condition that triggers payment occurs.

120ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

31. Leases - (cont’d)

31.5 Subsequent measurement

After lease commencement a right-of-use asset is measured on a cost basis less accumulated depreciation

and accumulated impairment losses and is adjusted for re-measurements of the lease liability. The asset is

depreciated on a straight-line basis over the useful life or contractual lease period whichever earlier.The Group applies ASBE8 Impairment of Assets to determine whether the right-of-use asset is impaired

and to account for any impairment loss identified.A lease liability is measured after the lease commencement date at amortized cost using the effective interest

method.

32. Other significant accounting policies and accounting estimates

32.1 Hedging

The Group uses derivative financial instruments to hedge its risks related to foreign currency and inflation

risks and derivatives that are not used for hedging.Hedge accounting

The Group makes an assessment both at the inception of the hedge relationship as well as on an ongoing

basis whether the hedge is expected to be effective in offsetting the changes in the fair value of cash flows

that can be attributed to the hedged risk during the period for which the hedge is designated.An effective hedge exists when all of the below conditions are met:

* There is an economic relationship between the hedged item and the hedging instrument;

* the effect of credit risk does not dominate the value changes that result from that economic

relationship;

* the hedge ratio of the hedging relationship is the same as that resulting from the quantity of the

hedged item that the entity actually hedges and the quantity of the hedging instrument that the entity

actually uses to hedge that quantity of hedged item.On the commencement date of the accounting hedge the Group formally documents the relationship between

the hedging instrument and hedged item including the Group’s risk management objectives and strategy in

executing the hedge transaction together with the methods that will be used by the Group to assess the

effectiveness of the hedging relationship.With respect to a cash-flow hedge a forecasted transaction that constitutes a hedged item must be highly

probable and must give rise to exposure to changes in cash flows that could ultimately affect profit or loss.

121ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

32. Other significant accounting policies and accounting estimates - (cont’d)

32.1 Hedging - (cont’d)

Cash-flow hedges

Subsequent to the initial recognition changes in the fair value of derivatives used to hedge cash flows are

recognized through other comprehensive income directly in a hedging reserve with respect to the part of the

hedge that is effective. Regarding the portion of the hedge that is not effective the changes in fair value are

recognized in profit and loss. The amount accumulated in the hedging reserve is reclassified to profit and

loss in the period in which the hedged cash flows impact profit or loss and is presented in the same line item

in the statement of income as the hedged item.If the hedging instrument no longer meets the criteria for hedge accounting expires or is sold terminated or

exercised the hedge accounting is discontinued. The cumulative gain or loss previously recognized in a

hedging reserve through other comprehensive income remains in the reserve until the forecasted transaction

occurs or is no longer expected to occur. If the forecasted transaction is no longer expected to occur the

cumulative gain or loss in respect of the hedging instrument in the hedging reserve is reclassified to profit

or loss.Economic hedge

Hedge accounting is not applied with respect to derivative instruments used to economically hedge financial

assets and liabilities denominated in foreign currency or CPI linked. Changes in the fair value of such

derivatives are recognized in profit or loss as gain (loss) from changes in fair value.

32.2 Securitization of assets

Details of the securitization of asset agreements and accounting policy are set out in Note V.5 - Account

receivables.

32.3 Segment reporting

Reportable segments are identified based on operating segments which are determined based on the structure

of the Group’s internal organization management requirements and internal reporting system.Two or more operating segments may be aggregated into a single operating segment if the segments have

similar economic characteristics and are same or similar in respect of the nature of each product and service

the nature of production processes the type or class of customers for the products and services the methods

used to distribute the products or provide the services and the nature of the regulatory environment.Inter-segment revenues are measured on the basis of actual transaction price for such transactions for

segment reporting. Segment accounting policies are consistent with those for the consolidated financial

statements.

122ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

32. Other significant accounting policies and accounting estimates - (cont’d)

32.4 Profit distributions to shareholders

Dividends which are approved after the balance sheet date are not recognized as a liability at the balance

sheet date but are disclosed in the notes separately.

33. Changes in significant accounting policies and accounting estimates

33.1 Changes in significant accounting policies

There are no significant changes in accounting policies in the reporting period.

33.2 Changes in significant accounting estimates

There are no significant changes in accounting estimates in the reporting period.

34. Significant accounting estimates and judgments

The preparation of the financial statements requires management to make estimates and assumptions that

affect the application of accounting policies and the reported amounts of assets liabilities income and

expenses. Actual results may differ from these estimates. Estimates as well as underlying assumptions and

uncertainties involved are reviewed on an ongoing basis. Revisions to accounting estimates are recognized

in the period in which the estimate is revised and in any future periods affected.Notes V.34 Note VIII Note IX and Note XIII contain information about the assumptions and their risk

factors relating to post-employment benefits – defined benefit plans fair value of financial instruments and

share-based payments. Other key sources of estimation uncertainty are as follows:

34.1 Expected credit loss of trade receivables

As described in Note III.12 trade receivables are reviewed at each balance sheet date to determine whether

credit risk on a receivable has increased significantly since initial recognition lifetime expected losses is

accrued for impairment provision. Evidence of impairment includes observable data that comes to the

attention of the Group about loss events such as a significant decline in the solvency of an individual debtor

or the portfolio of debtors and significant changes in the financial condition that have an adverse effect on

the debtor. If there is objective evidence of a recovery in the value of receivables which can be related

objectively to an event occurring after the impairment was recognized the previously recognized impairment

loss is reversed.

123ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

34. Significant accounting estimates and judgments - (cont’d)

34.2 Provision for impairment of inventories

As described in Note III.15 the net realisable value of inventories is under management’s regular review

and as a result provision for impairment of inventories is recognized for the excess of inventories’ carrying

amounts over their net realisable value. When making estimates of net realisable value the Group takes into

consideration the use of inventories held on hand and other information available to form the underlying

assumptions including the inventories’ market prices and the Group’s historical operating costs. The actual

selling price the costs of completion and the costs necessary to make the sale and relevant taxes may vary

based on the changes in market conditions and product saleability manufacturing technology and the actual

use of the inventories resulting in the changes in provision for impairment of inventories. The net profit or

loss may then be affected in the period when the impairment of inventories is adjusted.

34.3 Impairment of assets other than inventories and financial assets

As described in Note III.23 if impairment indication exists assets other than inventories and financial assets

are assessed at balance sheet date to determine whether the carrying amount exceeds the recoverable amount

of the assets. If any such case exists an impairment loss is recognized.If it is not practical to estimate the recoverable amount of an individual asset the recoverable amount of the

asset group to which the asset belongs will be estimated. Impairment exists if the carrying amount of an asset

or asset group is higher than recoverable amount the higher of its fair value less costs of disposal and the

present value of the future cash flows expected to be derived from the asset or asset group. In assessing the

present value of estimated future cash flows significant judgements are exercised over the asset’s production

selling price related operating expenses and discount rate to calculate the present value. All the parameters

used for estimation of the recoverable amount are based on reasonable and supportable assumptions.

34.4 Depreciation and amortisation of assets such as fixed assets and intangible assets

As described in Note III.18 and III.21 assets such as fixed assets and intangible assets are depreciated and

amortised over their useful lives after taking into account residual value. The estimated useful lives of the

assets are regularly reviewed to determine the depreciation and amortisation costs charged in each reporting

period. The useful lives of the assets are determined based on historical experience of similar assets and the

estimated technical changes. If there have been significant changes in the factors used to determine the

depreciation or amortisation the rate of depreciation or amortisation is revised prospectively.

124ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

34. Significant accounting estimates and judgments - (cont’d)

34.5 Income taxes and deferred income tax

The Company and Group companies are assessed for income tax purposes in a large number of jurisdictions

and therefore Company management is required to use considerable judgment in determining the total

provision for taxes and attribution of income.When assessing whether there will be sufficient future taxable profits available against which the deductible

temporary differences can be utilised the Group recognizes deferred tax assets to the extent that it is probable

that future taxable profits will be available against which the deductible temporary differences can be utilised

using tax rates that would apply in the period when the asset would be utilised. In determining the amount

of deferred tax assets the Group makes reasonable judgements and estimates about the timing and amount

of taxable profits to be utilised in the following periods and of the tax rates applicable in the future according

to the existing tax policies and other relevant regulations. If the actual timing and amount of future taxable

profits or the actual applicable tax rates differ from the estimates made by management the differences affect

the amount of tax expenses.

34.6 Contingent liabilities

When assessing the possible outcomes of legal claims filed against the Company and its investee companies

the company positions are based on the opinions of their legal advisors. These assessments by the legal

advisors are based on their professional judgment considering the stage of the proceedings and the legal

experience accumulated regarding the various matters. Since the results of the claims will be determined by

the courts the outcomes could be different from the assessments.In addition to the said claims the Group is exposed to unasserted claims inter alia where there is doubt as

to interpretation of the agreement and/or legal provision and/or the manner of their implementation. This

exposure is brought to the Company’s attention in several ways among others by means of contacts made

to Company personnel. In assessing the risk deriving from the unasserted claims the Company relies on

internal assessments by the parties dealing with these matters and by management who weigh assessment

of the prospects of a claim being filed and the chances of its success if filed. The assessment is based on

experience gained with respect to the filing of claims and the analysis of the details of each claim. By their

nature in view of the preliminary stage of the clarification of the legal claim the actual outcome could be

different from the assessment made before the claim was filed.

34.7 Employee benefits

The Group’s liabilities for long-term post-employment and other benefits are calculated according to the

estimated future amount of the benefit to which the employee will be entitled in consideration for his services

during the current period and prior periods. The benefit is stated at present value net of the fair value of the

plan’s assets based on actuarial assumptions. Changes in the actuarial assumptions could lead to material

changes in the book value of the liabilities and in the operating results.

125ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

34. Significant accounting estimates and judgments - (cont’d)

34.8 Derivative financial instruments

The Group enters into transactions in derivative financial instruments for the purpose of hedging risks related

to foreign currency and inflationary risks. The derivatives are recorded at their fair value. The fair value of

derivative financial instruments is based on quotes from financial institutions. The reasonableness of the

quotes is examined by discounting the future cash flows based on the terms and length of the period to

maturity of each contract while using market interest rates of a similar instrument as of the measurement

date. Changes in the assumptions and the calculation model could lead to material changes in the fair value

of the assets and liabilities and in the results.

126ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

IV. Taxation

1. Main types of taxes and corresponding tax rates

The income tax rate in China is 25% (2024: 25%). The subsidiaries outside of China are assessed based on

the tax laws in the country of their residence.Set forth below are the tax rates outside China relevant to the largest subsidiaries of the Group in respect of

assets and operating income:

Name of subsidiary Location 2025

ADAMA agriculture solutions Ltd. Israel 23.0%

ADAMA Makhteshim Ltd. Israel 7.5%

ADAMA Agan Ltd. Israel 16.0%

ADAMA Brasil S/A Brazil 34.0%

Makhteshim Agan of North America Inc. U.S. 24.3%

ADAMA India Private Ltd India 25.2%

ADAMA Deutschland GmbH Germany 32.5%

Control Solutions Inc. U.S. 26.0%

Adama Australia Pty Ltd Australia 30.0%

ADAMA Northern Europe B.V. Netherlands 25.8%

ADAMA Italia SRL Italy 27.9%

Alligare LLC U.S. 26.1%

The VAT rate of the Group's subsidiaries is in the range between 2.6% to 27%.

(1) Benefits from High-Tech Certificate

The Company was jointly approved as new and high-tech enterprise by the Hubei Provincial Department

of Science and Technology Department of Finance of Hubei Province and Hubei Provincial Office of the

State Administration of Taxation. The applicable income tax rate for 2025 and 2024 is 15%.Adama Anpon (Jiangsu) Ltd. (Formally know as Jiangsu Anpon Electrochemical Co. Ltd hereinafter -“Anpon") a subsidiary of the Company was jointly approved as new and high-tech enterprise by the JiangsuProvincial Department of Science and Technology Department of Finance of Jiangsu Province and Jiangsu

Provincial Office of the State Administration of Taxation. The applicable income tax rate for 2025 and 2024

is 15%.

(2) Benefits In Israel under the Law for the Encouragement of Capital Investments

The Israeli enterprises are entitled to tax benefits under the Israeli Law for the Encouragement of Capital

Investments 1959. The Israeli enterprises have retained earnings that have been generated under the status

of “Approved Enterprise” or “Beneficiary Enterprise”. In the event that a dividend is distributed from these

retained earnings such dividend may be liable to tax at the time of distribution.

127ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

IV. Taxation - (cont’d)

1. Main types of taxes and corresponding tax rates - (cont’d)

(3) Amendment to the Law for the Encouragement of Capital Investments 1959

Since 2013 the Israeli enterprises are taxed under the "Preferred Enterprise" regime. The benefits include a

grants track for enterprises located on Area A. Tax rates on preferred income as from 2017 tax year are as

follows: 7.5% for Development Area A and 16% for the rest of the country. The amendment further

determined that no tax shall apply to dividend distributed out of preferred income to Israel resident company

shareholder.As of January 1 2017 the law includes new tax benefit tracks for a “preferred technological enterprise” and

a “special preferred technological enterprise” which award reduced tax rates to a technological industrial

enterprise for the purpose of encouraging activity relating to the development of qualifying intangible assets.The benefits will be awarded to a “preferred company” that has a “preferred technological enterprise” or a

“special preferred technological enterprise” with respect to taxable “preferred technological income” per its

definition in the Encouragement Law. Regulations that provide a nexus formula for allocating eligible profits

govern these regimes.Income of a Preferred Technological Enterprise a Special Preferred Technological Enterprise will be subject

to a reduced corporate tax rate of 6% regardless of the development area in which the enterprise is located.

128ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

V. Notes to the consolidated financial statements

1. Cash at Bank and On Hand

June 30 December 31

20252024

Cash on hand 1202 1317

Deposits in banks 3314483 3582646

Other cash and bank balances 181544 46645

34972293630608

Including cash and bank balances placed outside China 2570438 2849640

As at June 30 2025 restricted cash and bank balances was 181544 thousand RMB (as at December 31 2024

46645 thousand RMB) mainly including deposits that guarantee bank acceptance drafts.

2. Financial assets held for trading

June 30 December 31

20252024

Bank deposits 2047 1035

20471035

3. Derivative financial assets

June 30 December 31

20252024

Economic hedge 832230 445465

Accounting hedge derivatives 31176 38357

863406483822

4. Bills Receivable

June 30 December 31

20252024

Post-dated checks receivable 94322 65565

9432265565

129ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

V. Notes to the consolidated financial statements – (cont'd)

5. Accounts Receivable

a. By category

June 30 2025

Provision for expected

Book value credit losses

Percentage Carrying

Amount (%) Amount Percentage (%) amount

Account receivables assessed 587647 7 354756 60 232891

individually for impairment

Account receivables assessed 7973408 93 106028 1 7867380

collectively for impairment

856105510046078458100271

December 31 2024

Provision for expected

Book value credit losses

Carrying

Amount Percentage (%) Amount Percentage (%) amount

Account receivables assessed 497541 6 321410 65 176131

individually for impairment

Account receivables assessed 7911529 94 109830 1 7801699

collectively for impairment

840907010043124057977830

b. Aging analysis

June 30 2025

Within 1 year (inclusive) 8083699

Over 1 year but within 2 years 214686

Over 2 years but within 3 years 39515

Over 3 years but within 4 years 46760

Over 4 years but within 5 years 16715

Over 5 years 159680

8561055

130ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

V. Notes to the consolidated financial statements – (cont'd)

5. Accounts Receivable – (cont'd)

Main groups of account receivables assessed collectively for impairment based on geographical

location:

Geographical location A:

Account receivables in geographical location A are grouped based on similar credit risk:

June 30 2025

Provision for expected

Book value credit loss Percentage (%)

Credit group A 1063616 3348 0.3

Credit group B 423900 3669 0.9

Credit group C 254605 11108 4.4

Credit group D 42733 891 2.1

1784854190161.1

Geographical location B:

Account receivables in geographical location B are grouped based on aging analysis:

June 30 2025

Provision for expected

Book value credit loss Percentage (%)

Accounts receivable that are not overdue 566446 5032 0.9

Debts overdue less than 100 days 44905 1323 3.0

Debts overdue less than 190 days but 24341 2434 10.0

more than 100 days.Debts overdue less than 360 days but 26569 10628 40.0

more than 190 days.Debts overdue above 360 days 15356 11357 74.0

Legal Debtors 36290 36290 100.0

713097670649.4

Other geographical locations:

June 30 2025

Provision for expected

Book value credit loss Percentage (%)

Other account receivables assessed 5475457 19948 0.4

collectively for impairment

131ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

V. Notes to the consolidated financial statements – (cont'd)

5. Accounts Receivable – (cont'd)

c. Addition written-back and written-off of provision for expected credit losses during the period

Lifetime expected

credit loss (credit Lifetime expected

losses has not credit loss (credit

occurred) losses has occurred) Total

January 1 2025 55908 375332 431240

Addition (write back) during the period net (11869) 94170 82301

Write-off during the period - (12269) (12269)

Reclassification to long term - (52116) (52116)

Exchange rate effect (117) 11745 11628

Balance as of June 30 2025 43922 416862 460784

d. Five largest accounts receivable at June 30 2025:

Allowance of expected

Proportion of Accounts credit losses (credit losses

Name Closing balance receivable (%) has occurred)

Customer 1 212022 1.6 -

Customer 2 133859 1.2 -

Customer 3 103907 2.5 96634

Customer 4 103628 1.2 -

Customer 5 84192 1.0 -

Total 637608 7.5 96634

e. Derecognition of accounts receivable due to transfer of financial assets

Certain subsidiaries of the group entered into a securitization transaction with Rabobank International for

sale of trade receivables (hereinafter – “the Securitization Program” and/or “the Securitization Transaction”).Pursuant to the Securitization Program the companies will sell their trade receivables debts in various

different currencies to a foreign company that was set up for this purpose and that is not owned by the

Adama Ltd. (hereinafter – “the Acquiring Company”). Acquisition of the trade receivables by the Acquiring

Company is financed by Cooperative Rabobank U.A..The trade receivables included as part of the Securitization Transaction are trade receivables that meet the

criteria provided in the agreement.Every year the credit facility is re-approved in accordance with the Securitization Program. As at 30 June

2025 the Securitization agreement was approved up to October 25 2025.

132ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

V. Notes to the consolidated financial statements – (cont'd)

5. Accounts Receivable – (cont'd)

e. Derecognition of accounts receivable due to transfer of financial assets - (cont'd)

The maximum scope of the securitization is adjusted for the seasonal changes in the scope of the Company’s

activities as follows: during January - 350m$ (as of June-2025 2506 million RMB) during the months of

February through July – 400m$ (as of June-2025 2863 million RMB) during the months of August through

September – 300m$ (as of June-2025 2148 million RMB) during the months of October through November-

275m$ (as of June-2025 1969 million RMB) and during the monthof December – 300m$ (as of June-2025

2148 million RMB). In addition the company has a permanent uncommitted facility of 50$ million (as of

June-2025 358 million RMB) which will be applicable each period. The proceeds received from those

customers whose debts were sold are used for acquisition of new trade receivables.The price at which the trade receivables debts are sold is the amount of the debt sold less a discount calculated

based on among other things the expected length of the period between the date of sale of the trade

receivable and its anticipated repayment date. In the month following acquisition of the debt the Acquiring

Company pays in cash most of the debt while the remainder is recorded as a subordinated note and as

continuing involvement that is paid after collection of the debt sold. If the customer does not pay its debt on

the anticipated repayment date the Company bears interest up to the earlier of the date on which the debt is

actually repaid or the date on which debt collection is transferred to the insurance company (the actual costs

are not significant and are not expected to be significant).The Acquiring Company bears 95% of the credit risk in respect of the customers whose debts were sold and

will not have a right of recourse to the Company in respect of the amounts paid in cash except regarding

debts with respect to which a commercial dispute arises between the companies and their customers that is

a dispute the source of which is a claim of non-fulfillment of an obligation of the seller in the supply

agreement covering the product such as: a failure to supply the correct product a defect in the product

delinquency in the supply date and the like.The Acquiring Company appointed a policy manager who will manage for it the credit risk involved with

the trade receivables sold including an undertaking with an insurance company.Pursuant to the Receivables Servicing Agreement the Group subsidiaries handle collection of the trade

receivables as part of the Securitization Transaction for the benefit of the Acquiring Company.As part of the agreement Solutions is committed to comply with certain financial covenants mainly the ratio

of the liabilities to equity and profit ratios. As of June 30 2025 Solutions was in compliance with the

financial covenants.The accounting treatment of sale of the trade receivables included as part of the Securitization Program is:

The Company is not controlling the Acquiring Company therefore the Acquiring Company is not

consolidated in the financial statements.The Company continues to recognize the trade receivables included in the Securitization Program based on

the extent of its continuing involvement therein.A subordinated note is recorded in respect of the portion of trade receivables included in the Securitization

Program with respect to outstanding cash proceeds however the Company has transferred the credit risk.The continuing involvement and subordinated note recorded in the balance sheet as part of the “otherreceivables” line item.

133ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

V. Notes to the consolidated financial statements – (cont'd)

5. Accounts Receivable – (cont'd)

e. Derecognition of accounts receivable due to transfer of financial assets - (cont'd)

The loss from sale of the trade receivables is recorded at the time of sale in the statement of income in the

“financing expenses”.f. A subsidiary in Brazil (hereinafter - “the subsidiary”) entered into the following securitization

agreements:

(1) Since 2016 a securitization transaction with Rabobank Brazil for sale of customer receivables

(hereinafter "FIDC-Donegal agreement"). Under the FIDC-Donegal agreement the subsidiary will sell its

receivables to a securitization structure (hereinafter - “the entity”) that was formed for this purpose where

the subsidiary has subordinate rights of 5% of the entity's capital.As at June 17 2024 the FIDC-Donegal agreement was approved up to September 30 2027. The maximum

securitization scope as of June 30 2025 is BRL 355 million (466 million RMB).On the date of the sale of the customer receivables the entity pays the full amount which is the debt amount

sold net of discount calculated among others over the expected length of the period between the date of sale

of the customer receivable and its anticipated repayment date.The entity bears 95% of the credit risk in respect of the customers whose debts were sold such that the entity

has the right of recourse to 5% of the unpaid amount. The subsidiary has a pledged deposit with regards to

the entity’s right of recourse.The subsidiary continues to recognize the trade receivables sold to the entity based on the extent of its

continuing involvement therein (5% right of recourse) and also recognizes an associated liability in the same

amount.In "FIDC-Donegal agreement" the subsidiary handles the collection of receivables included in the

securitization for the entity.

(2) During 2021 the subsidiary has entered into an additional securitization agreement (hereinafter -

“FIDC – Liverpool agreement”) with Itau Bank and Farm investments for sale of customer receivables to a

securitization structure that was formed for this purpose where the subsidiary has mezzanine quotes of 10.5%

of the entity's capital.As at June 30 2025 the FIDC-Liverpool agreement was approved up to November 30 2025. The maximum

securitization scope as of June 30 2025 is BRL 226 million (296 million RMB).The entity bears 100% of the credit risk in respect of the customers whose debts were sold (non-recourse)

therefore the subsidiary has no continuing involvement in those account receivables sold.In "FIDC-Liverpool agreement" the collection of receivables is being handled by the entity.In all the agreements above the subsidiary does not control the entities and therefore the entities are not

consolidated in the Group's financial statements.The loss from the sale of the trade receivables is recorded at the time of sale in the statement of income in

the “financing expenses” category.

134ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

V. Notes to the consolidated financial statements – (cont'd)

5. Accounts Receivable – (cont'd)

f. Derecognition of accounts receivable due to transfer of financial assets - (cont'd)

June 30 December 31

20252024

Accounts receivables derecognized 3774877 3114041

Continuing involvement 169079 137471

Subordinated note in respect of trade receivables 470914 897443

Liability in respect of trade receivables 119807 21127

Six months ended June 30

20252024

Loss in respect of sale of trade receivables 87344 97379

6. Receivables financing

June 30 December 31

20252024

Bank acceptance draft 107640 144763

107640144763

As at June 30 2025 bank acceptance endorsed but not yet due amounts to 432494 thousands RMB.

7. Prepayments

(1) The aging analysis of prepayments is as follows:

June 30 December 31

20252024

Amount Percentage (%) Amount Percentage (%)

Within 1 year (inclusive) 366603 98 306019 98

Over 1 year but within 2 years (inclusive) 5656 2 5138 2

Over 2 years but within 3 years (inclusive) 1715 - 1711 -

Over 3 years 175 - 674 -

374149100313542100

(2) Total of five largest prepayments by debtor at the end of the period:

Percentage of prepayments

Amount (%)

June 30 2025 122081 33

135ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

V. Notes to the consolidated financial statements – (cont'd)

8. Other Receivables

(1) Other receivables by nature

June 30 December 31

20252024

Dividend receivable 3766 -

Others 802591 1147469

8063571147469

a. Others breakdown by categories

June 30 December 31

20252024

Subordinated note in respect of trade receivables 470914 897443

Trade receivables as part of securitization transactions

not yet eliminated 169079 137471

Other 179356 130385

Sub total 819349 1165299

Provision for expected credit losses - other receivables (16758) (17830)

8025911147469

b. Other receivables by aging

June 30

2025

Within 1 year (inclusive) 795184

Over 1 year but within 2 years 4366

Over 2 years but within 3 years 2263

Over 3 years but within 4 years 8613

Over 4 years but within 5 years 1079

Over 5 years 7844

819349

(2) Additions recovery or reversal and written-off of provision for expected credit losses during the

period:

Six months ended

June 30 2025

Balance as of January 1 2025 17830

Addition (written back) during the period 147

Write-off during the period (1187)

Exchange rate effect (32)

Balance as of June 30 2025 16758

136ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

V. Notes to the consolidated financial statements – (cont'd)

8. Other Receivables – (cont'd)

(3) Five largest other receivables at June 30 2025:

Allowance of

Proportion of other expected credit

Name Closing balance receivables (%) losses

Party 1 470914 57 -

Party 2 9879 1 -

Party 3 3125 - 3125

Party 4 1681 - 1681

Party 5 1641 - 1641

Total 487240 58 6447

9. Inventories

(1) Inventories by category:

June 30 2025

Provision for

Book value impairment Carrying amount

Raw materials 3627504 27175 3600329

Work in progress 1662122 1460 1660662

Finished goods 6084021 228251 5855770

Others 512803 16643 496160

1188645027352911612921

December 31 2024

Provision for

Book value impairment Carrying amount

Raw materials 2675281 24255 2651026

Work in progress 1831853 4151 1827702

Finished goods 6490899 280088 6210811

Others 487335 12211 475124

1148536832070511164663

137ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

V. Notes to the consolidated financial statements – (cont'd)

9. Inventories - (cont'd)

(2) Provision for impairment of inventories:

For the Six months ended June 30 2025

January 1 Reversal or

2025 Provision write-off Other June 30 2025

Raw material 24255 12966 (9981) (65) 27175

Work in progress 4151 432 (3120) (3) 1460

Finished goods 280088 134597 (186223) (211) 228251

Others 12211 4356 (380) 456 16643

320705152351(199704)177273529

10. Other Current Assets

June 30 December 31

20252024

Deductible VAT 611644 611737

Current tax assets 325826 261872

Short term investments 138956 72725

Others 59896 41759

1136322988093

11. Long-Term Receivables

June 30 December 31

20252024

Long term account receivables from sale of goods 413008 159813

Provision for expected credit losses – long term receivables (70233) -

342775159813

1) Additions recovery or reversal of provision for expected credit losses during the period:

Provision for

long term

receivables

January 1 2025 -

Reclassification from short term 52116

Addition (write back) during the period net 11231

Exchange rate effect 6886

Balance as of June 30 2025 70233

V. Notes to the consolidated financial statements – (cont'd)

138ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

12. Long-Term Equity Investments

(1) Long-term equity investments by category:

June 30 December 31

20252024

Joint venture 2035 1907

Associate 33921 28320

3595630227

(2) Movements of long-term equity investments for the period are as follows:

Other Declared

January 1 Investment Comprehensive distribution of Balance at the

2025 income income cash dividend end of the period

Joint

venture

Investee A 1907 137 (9) - 2035

Sub-total 1907 137 (9) - 2035

Associate

Investee B 28320 5124 3802 (3325) 33921

Sub-total 28320 5124 3802 (3325) 33921

Sub-total 30227 5261 3793 (3325) 35956

13. Other equity investments

December 31 Dividend received

June 30 2025 2024 during 2025

Investment A 54299 54299 -

Investment B 76870 77174 -

131169131473-

Other equity investments are non-core businesses that are intended to be held in the foreseeable future.

139ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

V. Notes to the consolidated financial statements – (cont'd)

14. Fixed assets

Land & Machinery & Office & other

Buildings equipment Motor vehicles equipment Total

Cost

Balance as at January 1 2025 4555365 19377869 192853 513027 24639114

Purchases 58850 38236 7924 15253 120263

Transfer from construction in progress 17703 221343 442 581 240069

Disposals (14279) (592823) (17490) (10772) (635364)

Currency translation adjustment 22646 (19911) 3870 3509 10114

Balance as at June 30 2025 4640285 19024714 187599 521598 24374196

Accumulated depreciation

Balance as at January 1 2025 (1931798) (11484429) (85812) (410178) (13912217)

Charge for the period (74194) (410472) (15368) (20041) (520075)

Disposals 6294 572529 13623 9211 601657

Currency translation adjustment (4881) 7871 (3770) (2833) (3613)

Balance as at June 30 2025 (2004579) (11314501) (91327) (423841) (13834248)

Provision for impairment

Balance as at January 1 2025 (392586) (569765) (694) (957) (964002)

Transfer from construction in progress - (3897) - - (3897)

Disposals 2447 11839 47 - 14333

Currency translation adjustment 969 1618 (346) 2 2243

Balance as at June 30 2025 (389170) (560205) (993) (955) (951323)

Carrying amounts

As at June 30 2025 2246536 7150008 95279 96802 9588625

As at January 1 2025 2230981 7323675 106347 101892 9762895

The lands reported as fixed assets are owned by the group subsidiaries and are located outside of China.

140ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

V. Notes to the consolidated financial statements - (cont'd)

15. Construction in Progress

(1) Construction in progress

June 30 December 31

20252024

Provision for Provision for

Book value impairment Carrying amount Book value impairment Carrying amount

2239097(305690)19334072306480(309588)1996892

(2) Details and Movements of major construction projects in progress during period ended June 30 2025

Actual

Including: Currency Transfer cost to Project

January Interest translation to fixed June 30 budget progress

Budget 1 2025 Additions capitalized differences assets Impairment 2025 (%) (%) Source of funds

Project A 1048741 123633 2827 - - (635) - 125825 77% 77% Bank loan and internal finance

Project B 173073 24307 3382 - - (2020) - 25669 99% 99% Internal finance

Project C 959252 788927 43900 6595 (3424) - - 829403 86% 86% Bank loan and internal finance

* As of June 30 2025 Project A and Project B include impairment of RMB 14 million and 35 million respectively.

141ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

V. Notes to the consolidated financial statements - (cont'd)

16. Right-of-use assets

Land & Machinery & Office & other

Buildings equipment Motor vehicles equipment Total

Cost

Balance as at January 1 2025 733276 44712 287129 4773 1069890

Additions 24252 484 38532 - 63268

Decrease (29976) (1886) (46128) (65) (78055)

Currency translation adjustment 8270 (165) 1092 (20) 9177

Balance as at June 30 2025 735822 43145 280625 4688 1064280

Accumulated depreciation

Balance as at January 1 2025 (338365) (20471) (151141) (2754) (512731)

Charge for the period (49724) (1586) (42487) (421) (94218)

Decrease 25958 1886 44253 65 72162

Currency translation adjustment (1206) 62 (780) 10 (1914)

Balance as at June 30 2025 (363337) (20109) (150155) (3100) 536701

Provision for impairment

Balance as at January 1 2025 - - - - -

Balance as at June 30 2025 - - - - -

Carrying amounts

As at June 30 2025 372485 23036 130468 1588 527579

As at January 1 2025 394911 24241 135988 2019 557159

142ADAMA LTD.

(Expressed in RMB '000)

Notes to the Financial Statements

V. Notes to the consolidated financial statements - (cont'd)

17. Intangible Assets

Marketing

Intangible assets rights

Product on Purchase of tradename and Customers

registration Products Software trademarks relations Land use rights (1) Others(2) Total

Costs

Balance as at January 1 2025 13458047 4280000 1522254 851480 647905 507127 677222 21944035

Purchases 161525 - 72498 - - - 7939 241962

Currency translation adjustment (25577) (19552) (6148) (3143) (373) (167) 3830 (51130)

Balance as at June 30 2025 13593995 4260448 1588604 848337 647532 506960 688991 22134867

Accumulated amortization

Balance as at January 1 2025 (10900925) (3541336) (943309) (591866) (410266) (119350) (306093) (16813145)

Charge for the period (287100) (55329) (57559) (11214) (21295) (5168) (9929) (447594)

Currency translation adjustment 26865 14975 2173 1670 (255) (394) 577 45611

Balance as at June 30 2025 (11161160) (3581690) (998695) (601410) (431816) (124912) (315445) (17215128)

Provision for impairment

Balance as at January 1 2025 (161347) (161782) (9488) - - - (1618) (334235)

Charge for the period - (1435) - - - - - (1435)

Currency translation adjustment (3380) 674 40 - - - - (2666)

Balance as at June 30 2025 (164727) (162543) (9448) - - - (1618) (338336)

Carrying amount

As at June 30 2025 2268108 516215 580461 246927 215716 382048 371928 4581403

As at January 1 2025 2395775 576882 569457 259614 237639 387777 369511 4796655

(1) Include land parcel in Israel that has not yet been registered in the name of the Group subsidiaries at the Land Registry Office mostly due to registration procedures or technical problems.

(2) Mainly exclusivity agreements.

143ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

V. Notes to the consolidated financial statements - (cont'd)

18. Goodwill

Changes in goodwill

The Group allocates goodwill to two cash generating units ("CGU" ) Crop Protection (Agro) and a non-core

activity included in the Intermediates and ingredients segment. At the end of the year or more frequently whether

indicators for impairment exists the Group estimates the recoverable amount of each CGU for which goodwill

has been allocated to using the DCF model based on:

* The actual results of 2024 2025 workplan and the forecast results for the next 4 years.* The discount rate (9% WAAC) based on the company's cost of equity and cost of debt taking into account

the comprehensive risk factors.* The annual growth rate (1.5%) based on the management projections and market expectations.As of December 31 2024 the value in use of the cash generating units to which goodwill has been allocated to

exceeds its carrying amount.Change Currency

January 1 during the translation Balance at

2025 year adjustment June 30 2025

Book value 5074283 - (20503) 5053780

Impairment provision - - - -

Carrying amount 5074283 - (20503) 5053780

19. Deferred Tax Assets and Deferred Tax Liabilities

(1) Deferred tax assets without taking into consideration of the offsetting of balances within the same

tax jurisdiction

June 30 December 31

20252024

Deductible Deductible

temporary Deferred tax temporary Deferred tax

differences assets differences assets

Deferred tax assets

Deferred tax assets in respect of carry

forward losses 3205317 562523 3882406 572189

Deferred tax assets in respect of

inventories 2458627 685748 1717590 450346

Deferred tax assets in respect of

employee benefits 831926 125326 889110 143905

Other deferred tax asset 2463845 582690 2026968 545029

8959715195628785160741711469

144ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

V. Notes to the consolidated financial statements - (cont'd)

19. Deferred Tax Assets and Deferred Tax Liabilities - (cont’d)

(2) Deferred tax liabilities without taking into consideration of the offsetting of balances within the

same tax jurisdiction

June 30 December 31

20252024

Taxable Taxable

temporary Deferred tax temporary Deferred tax

differences liabilities differences liabilities

Deferred tax liabilities

Deferred tax liabilities in respect of

fixed assets intangible assets and

right-of-use assets 4011883 689668 3982775 702896

40118836896683982775702896

(3) Deferred tax assets and deferred tax liabilities presented on a net basis after offsetting

June 30 December 31

20252024

The offset The offset

amount of Deferred tax amount of Deferred tax

deferred tax assets or deferred tax assets or

assets and liabilities assets and liabilities after

liabilities after offset liabilities offset

Presented as:

Deferred tax assets 438173 1518114 419815 1291654

Deferred tax liabilities 438173 251495 419815 283081

(4) Details of unrecognized deferred tax assets

June 30 December 31

20252024

Deductible temporary differences 770042 790191

Deductible losses carry forward 5389130 4875741

61591725665932

(5) Expiration of deductible tax losses carry forward for unrecognized deferred tax assets

June 30 December 31

20252024

202551975272

2026166393190008

20272085920920

2028215779215536

2029174091148322

After 2029 4806811 4295683

53891304875741

145ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

V. Notes to the consolidated financial statements - (cont'd)

19. Deferred Tax Assets and Deferred Tax Liabilities - (cont'd)

(6) Unrecognized deferred tax liabilities

When calculating the deferred taxes taxes that would have applied in the event of realizing investments

in subsidiaries were not taken into account since it is the Company’s intention to hold these investments

and not realize them.

20. Other Non-Current Assets

June 30 December 31

20252024

Judicial deposits 146565 117624

Assets related to securitization 54591 60296

Advances in respect of non-current assets 30662 16296

Long term investments - 49837

Others 144271 76774

376089320827

21. Short-Term Loans

Short-term loans by category:

June 30 December 31

20252024

Unsecured loans 6588393 4748720

65883934748720

146ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

V. Notes to the consolidated financial statements – (cont'd)

22. Derivative financial liabilities

June 30 December 31

20252024

Economic hedge 405235 268149

Accounting hedge derivatives 59932 10431

465167278580

23. Bills Payables

June 30 December 31

20252024

Post-dated checks payables 148570 202821

Note payables draft 356464 236674

505034439495

As at June 30 2025 none of the bills payable are overdue.

24. Accounts payable

June 30 December 31

20252024

Within 1 year (including 1 year) 5380609 4881335

1-2 years (including 2 years) 22084 14600

2-3 years (including 3 years) 9578 11061

Over 3 years 28568 27869

54408394934865

There are no significant accounts payables aging over one year.As at June 30 2025 the amount of the accounts payable included under the supplier financing

arrangements was 1331500 thousand RMB. Accounts payables under financing arrangements have

payment due dates ranging from 90 to 180 days from the invoice date. Comparable accounts payable

that are not part of supplier financing arrangements have similar payment terms.Under supplier finance arrangements participating suppliers may elect to receive early payment from

the financial institutions for invoices owed and the company makes a payment to the financial

institutions on the original invoice due date regardless of whether the supplier has elected to receive

early payment or not.

147ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

V. Notes to the consolidated financial statements - (cont'd)

24. Accounts payable - (cont'd)

The company may provide guarantees to the financial institutions (as may be provided to suppliers

directly as well) but incurs no interest or other charges payable to the financial institutions on the

payments made.The balance of the accounts payable is not derecognized from the balance sheet because the original

liability is not substantially modified on entering the arrangements as it continues to carry the

characteristic of accounts payable and represent liabilities to pay for goods and services.The settlements to the financial institutions are included within operating cash flows because they

continue to be part of the normal operating cycle.Supplier financing arrangements have no impact on the company's liquidity risk.

25. Contract liabilities

June 30 December 31

20252024

Discount for customers 1282968 941955

Advances from customers 208137 868809

14911051810764

26. Employee Benefits Payable

June 30 December 31

20252024

Short-term employee benefits 495598 539144

Post-employment benefits 44119 53100

Share based payment (See note XIII) 6568 14191

Other benefits within one year 195075 185565

741360792000

Current maturities 53659 59784

795019851784

148ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

V. Notes to the consolidated financial statements - (cont'd)

27. Taxes Payable

June 30 December 31

20252024

Corporate income tax 289236 276343

VAT 213920 212957

Others 31843 27461

534999516761

28. Other Payables

June 30 December 31

20252024

Dividends payables 750 750

Other payables 1732385 1416569

17331351417319

(1) Other payables

June 30 December 31

20252024

Accrued expenses 880201 692046

Liability in respect of securitization transactions 119807 21127

Hold-back payment due to acquistions 100000 131000

Payables in respect of intangible assets 68679 100350

Financial institutions - 6692

Others 563698 465354

17323851416569

29. Non-Current Liabilities Due Within One Year

Non-current liabilities due within one year by category are as follows:

June 30 December 31

20252024

Long-term loans due within one year 1281059 1493018

Debentures payable due within one year 467879 574562

Lease liabilities due within one year 161055 163133

19099932230713

149ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

V. Notes to the consolidated financial statements - (cont'd)

30. Other Current Liabilities

June 30 December 31

20252024

Put options to holders of non-controlling interests 827795 488531

Provision in respect of returns 243235 284287

Provision in respect of claims 40676 11264

Others 422 374

1112128784456

31. Long-Term Loans

Long-term loans by category

June 30 December 31

2025 Interest range 2024 Interest range

Long term loans

Guaranteed loans 330971 2.75% - 2.95% 352017 3.20%-3.40%

Unsecured loans 2696513 2.25%-6.45% 3307626 1.73%-9.79%

Total Long term loans 3027484 3659643

Less:

Long term loans from banks due within 1 year (1281059) (1493018)

Long term loans net 1746425 2166625

* For more detailes regarding the guaranteed loans – see note X. related parties and related parties

transactions.For the maturity analysis see note VIII.C - Liquidity risk.

32. Debentures Payable

June 30 December 31

20252024

Debentures Series B 5614582 6894719

Current maturities (467879) (574562)

51467036320157

June 30

2025

First year (current maturities) 467879

Second year 467879

Third year 467879

Fourth year 467879

Fifth year and thereafter 3743066

5614582

150ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

V. Notes to the consolidated financial statements - (cont'd)

32. Debentures Payable - (cont'd)

Movements of debentures payable:

For the Six months ended June 30 2025:

Balance at Amortization CPI and Repayment Currency Balance at

Maturity Face value Face value Issuance Maturity Issuance January 1 of discounts exchange during the translation June 30

period in RMB NIS date period amount 2025 or premium rate effect period adjustment 2025

Debentures November

Series B 2673640 1650000 4.12.2006 2020-2036 3043742 2890593 116 254443 (801247) (10511) 2333394

Debentures November

Series B 843846 513527 16.1.2012 2020-2036 842579 876223 4909 78039 (233450) (3239) 722482

Debentures November

Series B 995516 600000 7.1.2013 2020-2036 1120339 1077469 2134 95500 (286161) (3967) 884975

Debentures November

Series B 832778 533330 1.2.2015 2020-2036 1047439 1002056 (1294) 88752 (265423) (3680) 820411

Debentures November

Series B 418172 266665 1-6.2015 2020-2036 556941 539058 (3493) 47657 (142179) (1970) 439073

Debentures November

Series B 497989 246499 5.5.2020 2020-2036 692896 509320 (4104) 45067 (134177) (1859) 414247

6894719(1732)609458(1862637)(25226)5614582

Series B debentures in amount of NIS 3810 million par value (2958 million par value net of self-purchased) linked to the CPI and bear interest at the base annual rate of

5.15%. The debenture principal shall be repaid in 17 equal payments in the years 2020 through 2036.

On May 26 2025 ADAMA Solutions Board of Directors approved a buyback plan for the Company's debentures (Series B) in the amount of up to USD 300 million (RMB

2148 million). On May 29 2025 the Company purchased NIS 642448000 par value of Bonds for a total consideration of approximately USD 268 million (RMB 1927

million). The loss in respect of the debentures buyback was RMB 68 million and included in the financial expenses.

151ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

V. Notes to the consolidated financial statements - (cont'd)

33. Lease liabilities

June 30 December 31

2025 Interest range 2024 Interest range

Lease liabilities 760463 1.0%-12.8% 773548 1.5%-15.4%

Less: Lease liabilities due within one year (161055) (163133)

Long term lease liabilities net 599408 610415

34. Long-Term Employee Benefits Payable

Post-employment benefit plans – defined benefit plan and early retirement

June 30 December 31

20252024

Total present value of obligation 474916 453398

Less: fair value of plan's assets (56703) (54186)

Net liability related to Post-employment benefits 418213 399212

Termination benefits 74190 78054

Total recognized liability for defined benefit plan net (1) 492403 477266

Other long-term employee benefits 102854 126373

Total long-term employee benefits net 595257 603639

Including: Long-term employee benefits payable due within one year (53659) (59784)

541598543855

(1) Movement in the net liability and assets in respect of defined benefit plans early retirement and

their components

Defined benefit

obligation and early Fair value of plan's

retirement assets Total

202520242025202420252024

Balance as at January 1 531452 593169 54186 59884 477266 533285

Expense/income recognized

in profit and loss:

Current service cost 8400 10685 - - 8400 10685

Past service cost (309) 1158 - - (309) 1158

Interest costs 10360 10624 1315 1286 9045 9338

Losses on curtailments and settlements 3374 8696 - - 3374 8696

Changes in exchange rates 32895 (15145) 4260 (2032) 28635 (13113)

Actuarial losses due to early retirement 1033 (105) - - 1033 (105)

Included in other comprehensive income:

Actuarial gain (losses) as a result of changes in

actuarial assumptions (1555) (10583) (302) (938) (1252) (9645)

Foreign currency translation differences in respect of

foreign operations (2324) 3082 (285) 340 (2040) 2742

Additional movements:

Benefits paid (34220) (54040) (3161) (7304) (31059) (46736)

Classification to termination - (206) - - - (206)

Contributions paid by the Group - - 690 412 (690) (412)

Balance as at June 30 549106 547335 56703 51648 492403 495687

152ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

V. Notes to the consolidated financial statements - (cont'd)

34. Long-Term Employee Benefits Payable - (cont'd)

Post-employment benefit plans – defined benefit plan and early retirement - (cont'd)

(2) Actuarial assumptions and sensitivity analysis

The principal actuarial assumptions at the reporting date for defined benefit plan

June 30 December 31

20252024

Discount rate (%)* 1.8%-3.3% 1.8%-3.0%

* According to the demographic and the benefit components.The assumptions regarding the future mortality rate are based on published statistical data and acceptable

mortality rates.Possible reasonable changes as of the date of the report in the discount rate assuming the other assumptions

remain unchanged would have affected the defined benefit obligation as follows:

As of June 30 2025

Increase of 1% Decrease of 1%

Change in defined benefit obligation (33970) 39921

35. Provisions

June 30 December 31

20252024

Liabilities in respect of contingencies* 202400 164271

Provision in respect of site restoration 191109 147446

Other 2348 4773

395857316490

* Liabilities in respect of contingencies includes obligations of pending litigations where an outflow of

resources had been reliably estimated.

153ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

V. Notes to the consolidated financial statements - (cont'd)

36. Other Non-Current Liabilities

June 30 December 31

20252024

Long term loans from related party* 2354749 2330911

Put options to holders of non- controlling interests - 292589

23547492623500

Current maturities - -

23547492623500

* For more detailes regarding the borrowing from related party – see note X. related parties and related

parties transactions.

37. Share Capital

Balance at Issuance of new Balance at

January 1 2025 shares Buyback of shares June 30 2025

Share capital 2329812 - - 2329812

38. Capital Reserve

Balance at Additions during Reductions during Balance at

January 1 2025 the period the period June 30 2025

Share premiums 12606562 - - 12606562

Other capital reserve 343902 - - 343902

12950464--12950464

154ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

V. Notes to the consolidated financial statements - (cont'd)

39. Other Comprehensive Income net of tax

Attributable to shareholders of the company

Less:

Balance at transfer Less:

January 1 Before tax to profit Income tax Net-of-tax Balance at June

2025 amount or loss expenses amount 30 2025

Items that will not be

reclassified to profit or loss 116584 1252 - 273 979 117563

Re-measurement of changes

in liabilities under defined

benefit plans 87909 1252 - 273 979 88888

Changes in fair value of

other equity investment 28675 - - - - 28675

Items that may be

reclassified to profit or loss 1604444 28860 (32940) (8337) 70137 1674581

Effective portion of gain or

loss of cash flow hedge 23241 (89632) (32940) (8337) (48355) (25114)

Translation difference of

foreign financial statements 1581203 118492 - - 118492 1699695

172102830112(32940)(8064)711161792144

40. Surplus reserve

Additions Reductions

Balance at during the during the Balance at

January 1 2025 period period June 30 2025

Statutory surplus reserve 294796 - - 294796

Discretional surplus reserve 3814 - - 3814

298610--298610

41. Retained Earnings

20252024

Retained earnings as at January 1 1680382 4678091

Net loss for the period attributable to shareholders of the Company (80352) (894866)

Dividends to non-controlling Interest (74170) (34892)

Retained earnings as at June 30 1525860 3748333

155ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

V. Notes to the consolidated financial statements - (cont'd)

42. Operating Income and Cost of Sales

Six months ended June 30 Six months ended June 30

20252024

Income Cost of sales Income Cost of sales

Principal activities 14991514 11019714 14887442 11465990

Other businesses 32686 10459 22847 8084

15024200110301731491028911474074

43. Taxes and Surcharges

Six months ended June 30

20252024

Tax on turnover 10953 13009

Others 46175 35349

5712848358

44. Selling and Distribution Expenses

Six months ended June 30

20252024

Salaries and related expense 912703 1013080

Depreciation and amortization 465967 507333

Advertising and sales promotion 132972 156657

Warehouse expenses 85581 76853

Registration 70147 65733

Travel expenses 67740 63152

Professional services 51287 56684

Insurance 39707 48859

Legal claims settlements - 207084

Others 149564 167941

19756682363376

156ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

V. Notes to the consolidated financial statements - (cont'd)

45. General and Administrative Expenses

Six months ended June 30

20252024

Salaries and related expenses 238606 257344

Professional services 225996 68482

IT systems 76570 60008

Depreciation and amortization 71596 57725

Cost contribution arrangement 36281 31604

Office rent maintenance and expenses 17901 18822

Other 67917 42281

734867536266

46. Research and development expenses

Six months ended June 30

20252024

Salaries and related expenses 110779 122214

Depreciation and amortization 32164 31207

Materials 19589 10807

Field trial 13186 11155

Office rent maintenance and expenses 8839 7000

Professional services 8101 13149

Other 24135 22575

216793218107

47. Financial expenses (incomes) net

Six months ended June 30

20252024

Interest expenses on debentures and loans and other charges 522664 542663

Exchange rate differences net 230008 42455

CPI expenses in respect of debentures 117480 138427

Interest income from customers banks and others (101281) (130667)

Loss in respect of sale of trade receivables 87344 97379

Revaluation of put option net 43890 (190694)

Interest expense on lease liabilities 24084 20205

Interest expense in respect of post-employment benefits and early

retirement net 8992 10849

Others 91159 93030

1024340623647

157ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

V. Notes to the consolidated financial statements - (cont'd)

48. Investment income net

Six months ended June 30

20252024

Income from long-term equity investments accounted for using

the equity method 5261 4418

52614418

49. Loss from Changes in Fair Value

Six months ended June 30

20252024

Loss from changes in fair value of derivative financial

Instruments (36189) (204837)

Others 29696 8345

(6493)(196492)

50. Credit impairment reversal (losses)

Six months ended June 30

20252024

Bills receivable and accounts receivable (93532) (17570)

Other receivables (147) 1894

(93679)(15676)

51. Asset impairment losses

Six months ended June 30

20252024

Inventories (26081) 8938

Construction in progress (101) (2995)

Intangible asset (1435) (65077)

(27617)(59134)

158ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

V. Notes to the consolidated financial statements - (cont'd)

52. Gain from Disposal of Assets

Six months ended June 30 Included in

non-recurring

2025 2024 items

Gain from disposal of fixed assets 5160 18370 5160

Gain (loss) from disposal of intangible assets (106) (153) (106)

5054182175054

53. Income Tax Expenses (incomes)

Six months ended June 30

20252024

Current year 192126 160810

Deferred tax expenses (income) (245081) 148269

Adjustments for previous years net 7728 14357

(45227)323436

(1) Reconciliation between income tax expense and accounting profit is as follows:

Six months ended June 30

20252024

Loss before taxes (125579) (571430)

Statutory tax in china 25% 25%

Tax calculated according to statutory tax in china (31395) (142858)

Tax benefits from Approved Enterprises (19282) (16702)

Difference between measurement basis of income for financial

statement and for tax purposes (82453) 81121

Taxable income (loss) and temporary differences at other tax rate (197928) 55568

Taxes in respect of prior years 7728 14357

Utilization of tax losses prior years for which deferred taxes were

not created (14177) (7009)

Temporary differences and losses in the report year for which

deferred taxes were not created 180931 172664

Non-deductible expenses non-taxable income and other difference

net 48007 (17312)

Neutralization of tax calculated in respect of the Company’s share

in results of equity accounted investees (1744) (1474)

Effect of change in tax rate in respect of deferred taxes 12056 151281

Creation and reversal of deferred taxes for tax losses and temporary

differences from previous years 53030 33800

Income tax expenses (incomes) )45227( 323436

54. Other comprehensive income

Details of the Other comprehensive income are set out in Note V.39

159ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

V. Notes to the consolidated financial statements - (cont'd)

55. Government grants

Amount recognized in the profit

and loss statements during the Six

months ended June 30

Category Presentation accounts 2025 2024

Government grants related to income Non-Operating income 5111 2299

Government grants related to assets Fixed assets Intangible assets 5334 6352

56. Notes to items in the cash flow statements

(1) Cash received relating to other operating activities

Six months ended June 30

20252024

Interest income 39574 56151

Government subsidies 12854 2299

Financial institutions - 83292

Others 22714 151086

75142292828

(2) Cash paid relating to other operating activities

Six months ended June 30

20252024

Derivatives transactions 402853 223110

Professional services 256694 149886

Advertising and sales promotion 141629 154594

IT and Communication 106662 105993

Commissions and Warehouse 99741 95631

Registration and Field trials 76972 79681

Financial institutions 71112 -

Travel 45237 51867

Insurance 35887 51790

Others 419429 479162

16562161391714

160ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

V. Notes to the consolidated financial statements - (cont'd)

56. Notes to items in the cash flow statements - (cont'd)

(3) Cash paid relating to other investing activities

Six months ended June 30

20252024

Increase in short and long term investments 47825 107950

47825107950

(4) Cash received from other financing activities

Six months ended June 30

20252024

Borrowing from related party * 789364 355148

Proceeds in respect of hedging transactions on debentures 246992 403236

Deposit for issuing bills payables 46148 23267

1082504781651

* For more detailes regarding the borrowing from related party – see note X. related parties and related

parties transactions.

(5) Cash paid relating to other financing activities

Six months ended June 30

20252024

Payment in respect of hedging transactions on debentures 165934 145548

Deposit for issuing bills payable 181047 23634

Repayment of lease liability 93276 91643

Others - 460

440257261285

161ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

V. Notes to the consolidated financial statements - (cont'd)

57. Supplementary Information on Cash Flow Statement

(1) Supplementary information on Cash Flow Statement

a. Reconciliation of net profit to cash flows from operating activities:

Six months ended June 30

20252024

Net loss (80352) (894866)

Add: Impairment provisions for assets 27617 59134

Credit impairment losses 93679 15676

Depreciation of fixed assets and investment property 520896 531833

Depreciation of right-of-use asset 94218 96938

Amortization of intangible asset 447594 471597

Gains on disposal of fixed assets intangible assets and other long-

term assets net (5054) (18217)

Losses from changes in fair value 6493 196492

Financial expenses 1214335 160503

Investment income net (5261) (4418)

Decrease (increase) in deferred tax assets net (226093) 153953

Decrease in deferred tax liabilities net (18988) (5684)

Decrease (increase) in inventories net (365063) 764477

Increase in operating receivables net (1431729) (881861)

Increase in operating payables net 1466286 1103531

Others - (17970)

Net cash flow provided by operating activities 1738578 1731118

b. Net Decrease in cash and cash equivalents

Six months ended June 30

20252024

Closing balance of cash and cash equivalents 3315685 3970880

Less: Opening balance of cash and cash equivalents 3583963 4857358

Decrease in cash and cash equivalents (268278) (886478)

162ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

V. Notes to the consolidated financial statements - (cont'd)

57. Supplementary Information on Cash Flow Statement - (cont'd)

(2) Details of cash and cash equivalents

June 30 December 31

20252024

Cash on hand 1202 1317

Bank deposits available on demand without restrictions 3314483 3582646

33156853583963

58. Assets with Restricted Ownership or Right of Use

June 30

2025 Reason

Cash 181544 Pledged

Other non-current assets 146565 Guarantees

328109

163ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

V. Notes to the consolidated financial statements - (cont'd)

59. Foreign currencies denominated items - (cont'd)

(1) Foreign currencies denominated items - (cont'd)

As at June 30 2025

RMB at the

Exchange end of the

Foreign currency at the end of the period rate period

Cash and bank balances

BRL 255456 1.312 335158

EUR 36126 8.397 303353

ILS 83856 2.123 178027

USD 16403 7.159 117427

PLN 31774 1.979 62881

ZAR 105972 0.402 42601

GBP 2852 9.816 27997

CAD 4268 5.238 22356

Other 183748

Total 1273548

Bills and Accounts receivable

BRL 791484 1.312 1038427

EUR 94216 8.397 791128

RON 211218 1.652 348932

CAD 55776 5.238 292157

HUF 9380834 0.021 196998

USD 25777 7.159 184528

GBP 11661 9.816 114460

CZK 257327 0.3388 87192

TRY 448049 0.180 80649

ILS 35576 2.123 75528

ZAR 181102 0.402 72803

Other 229364

Total 3512166

Other receivables

EUR 25339 8.397 212775

BRL 31886 1.312 41835

GBP 3028 9.816 29726

ILS 12479 2.123 26492

Other 4304

Total 315132

164ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

V. Notes to the consolidated financial statements - (cont'd)

59. Foreign currencies denominated items - (cont'd)

(2) Foreign currencies denominated items - (cont'd)

As at June 30 2025

RMB at the

Exchange end of the

Foreign currency at the end of the period rate period

Other current assets

ILS 70585 2.123 149851

BRL 107341 1.312 140831

ARS 17561239 0.006 105367

EUR 8506 8.397 71421

UAH 126108 0.172 21691

PYG 18619519 0.001 18620

TRY 77830 0.180 14009

CAD 2651 5.238 13888

CZK 36954 0.339 12528

INR 144365 0.084 12127

Other 45914

Total 606247

Long-term receivables

BRL 261261 1.312 342775

Total 342775

Long-term investments loans

and other

BRL 229250 1.312 300776

Other 6314

Total 307090

Short-term loans

UAH 404875 0.172 69639

ARS 4851145 0.006 29106

Total 98745

Bills and Accounts payable

ILS 393207 2.123 834779

EUR 68263 8.397 573205

BRL 142588 1.312 187076

USD 14357 7.159 102781

Other 67069

Total 1764910

165ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

V. Notes to the consolidated financial statements - (cont'd)

59. Foreign currencies denominated items - (cont'd)

(3) Foreign currencies denominated items - (cont'd)

As at June 30 2025

Foreign currency

at the end of the RMB at the end of

period Exchange rate the period

Other payables

ILS 138406 2.123 293835

CAD 13057 1.000 13057

Other 30702

Total 337594

Contract liabilities

EUR 57267 8.397 480872

CAD 43459 5.238 227636

BRL 66413 1.312 87134

TRY 114140 0.180 20545

Other 58329

Total 874516

Non-current liabilities due within one year

ILS CPI 244643 2.123 519378

EUR 1634 8.397 13723

Other 32844

Total 565945

Other current liabilities

EUR 8105 8.397 68057

Other 1905

Total 69962

Debentures payable

ILS CPI 2424260 2.123 5146703

Total 5146703

Provision and Long-term payables

BRL 148754 1.312 195165

ILS 57458 2.123 121983

EUR 426 8.397 3579

Total 320727

Lease liabilities

ILS CPI 30853 2.123 65501

EUR 5859 8.397 49194

ILS 7543 2.123 16014

Other 21104

Total 151813

Other non-current liabilities

CNH 2000000 0.998 1996820

Total 1996820

166ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

V. Notes to the consolidated financial statements - (cont'd)

59. Foreign currencies denominated items - (cont'd)

(4) Major foreign operations

Registration &

Principal place of Functional

Name of the Subsidiary business Business nature currency

ADAMA France S.A.S France Distribution USD

ADAMA Brasil S/A Brazil Manufacturing; Distribution; USD

Registration

ADAMA Deutschland GmbH Germany Distribution; Registration USD

ADAMA India Private Ltd. India Manufacturing INR

Distribution; Registration

Makhteshim Agan of North United States Manufacturing; Distribution; USD

America Inc. Registration

Control Solutions Inc. United States Manufacturing; Distribution; USD

Registration

ADAMA Agan Ltd. Israel Manufacturing; Distribution; USD

Registration

ADAMA Makhteshim Ltd. Israel Manufacturing; Distribution; USD

Registration

ADAMA Australia Pty Australia Distribution AUD

Limited

ADAMA Italia SRL Italy Distribution USD

ADAMA Northern Netherlands Distribution USD

Europe B.V.Alligare LLC United States Manufacturing; Distribution; USD

Registration

The functional currency of the subsidiaries above is the main currency that represent the principal economic

environment.VI. Change in consolidation Scope

There is no change of consolidation scope during the period.

167ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

VII. Interest in Other Entities

1. Interests in subsidiaries

Composition of the largest subsidiaries of the Group in respect of assets and operating income

Registration & Method of

Principal place of obtaining the

Name of the Subsidiary business Business nature Direct Indirect subsidiary

ADAMA France S.A.S France Distribution 100% Established

ADAMA Brasil S/A Brazil Manufacturing; Distribution; 100% Purchased

Registration

ADAMA Deutschland GmbH Germany Distribution; Registration; 100% Established

ADAMA India Private Ltd. India Manufacturing; 100% Established

Distribution; Registration

Makhteshim Agan of North America United States Manufacturing; Distribution; 100% Established

Inc. Registration

Control Solutions Inc. United States Manufacturing; Distribution; 67% Purchased

Registration

ADAMA Agan Ltd. Israel Manufacturing; Distribution; 100% Restructure

Registration

ADAMA Makhteshim Ltd. Israel Manufacturing; Distribution; 100% Restructure

Registration

ADAMA Australia Pty Limited Australis Distribution 100% Purchased

ADAMA Italia SRL Italy Distribution 100% Established

ADAMA Northern Europe B.V. Netherlands Distribution 55% Purchased

Manufacturing; Distribution; Purchased

Alligare LLC United States 100%

Registration

Adama Anpon (Jiangsu) Ltd. China Manufacturing; Distribution 100% Purchased

Adama Huifeng (Jiangsu) Co. Ltd. China Manufacturing; Distribution 51% Purchased

2. Interests in joint ventures or associates

June 30 December 31

20252024

Joint venture 2035 1907

Associate 33921 28320

3595630227

3. Summarized financial information of joint ventures and associates

December 31 2024 and

June 30 2025 and six six months ended June

months then ended 302024

Joint venture:

Total carrying amount 2035 1907

The Group's share of the following items:

Net profit 137 334

Other comprehensive income (9) 10

Total comprehensive income 128 344

Associate:

Total carrying amount 33921 28320

The Group's share of the following items:

Net profit 5124 4084

Other comprehensive income 3802 (3912)

Total comprehensive income 8926 172

168ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

VIII. Risk Related to Financial Instruments

A. General

The Group has extensive international operations and therefore it is exposed to credit risks liquidity risks

and market risks (including currency risk interest risk and other price risk). In order to reduce the exposure to

these risks the Group uses financial derivatives instruments including forward transactions and options

(hereinafter - “derivatives”).Transactions in derivatives are undertaken with major financial institutions and therefore in the opinion of

Group Management the credit risk in respect thereof is low.This note provides information on the Group’s exposure to each of the above risks the Group’s objectives

policies and processes regarding the measurement and management of the risk. Additional quantitative

disclosure is included throughout the consolidated financial statements.The Board of Directors has overall responsibility for establishing and monitoring the framework of the Group's

risk management policy. The Finance Committee is responsible for establishing and monitoring the Group's

actual risk management policy. The Chief Financial Officer reports to the Finance Committee on a regular

basis regarding these risks.The Group’s risk management policy established to identify and analyze the risks facing the Group to set

appropriate risk limits and controls and to monitor risks and adherence to limits. The policy and methods for

managing the risks are reviewed regularly in order to reflect changes in market conditions and the Group's

activities. The Group through training and management standards and procedures aims to develop a

disciplined and constructive control environment in which all the employees understand their roles and

obligations.B. Credit risk

Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails

to meet its contractual obligations and derives mainly from trade receivables and other receivables as well as

from cash and deposits in financial institutions.Accounts and other receivables

The Group’s revenues are derived from a large number of widely dispersed customers in many countries.Customers include multi-national companies and manufacturing companies as well as distributors

agriculturists agents and agrochemical manufacturers who purchase the products either as finished goods or

as intermediate products for their own requirements.The Company entered into an agreement for the sale of trade receivables in a securitization transaction for

details see note V.5.e. and f.In June 2024 a two-years agreement with an international insurance company was renewed. The amount of

the insurance coverage was fixed at $150 million cumulative per year. The indemnification is limited to 90%

of the debt.The Group’s exposure to credit risk is influenced mainly by the personal characterization of each customer

and by the demographic characterization of the customer’s base including the risk of insolvency of the

industry and geographic region in which the customer operates.

169ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

VIII. Risk Related to Financial Instruments - (cont’d)

B. Credit risk - (cont’d)

The Company management has prescribed a credit policy whereby the Company performs current ongoing

credit evaluations of existing and new customers and every new customer is examined thoroughly regarding

the quality of his credit before offering him the Group’s customary shipping and payment terms. The

examination made by the Group includes an outside credit rating if any and in many cases receipt of

documents from an insurance company. A credit limit is prescribed for each customer outstanding amount of

the accounts receivable balance. These limits are examined annually. Customers that do not meet the Group’s

criteria for credit quality may do business with the Group on the basis of a prepayment or against furnishing

of appropriate collateral.Most of the Group’s customers have been doing business with it for many years. In monitoring customer credit

risk the customers were grouped according to a characterization of their credit based on geographical locationindustry aging of receivables maturity and existence of past financial difficulties. Customers defined as “highrisk” are classified to the restricted customer list and are supervised by management. In certain countries

mainly Brazil customers are required to provide property collaterals (such as agricultural lands and equipment)

against execution of the sales the value of which is examined on a current ongoing basis by the Company. In

these countries in a case of expected credit risk the Company records a provision for the amount of the debt

less the value of the collaterals provided and acts to realize the collaterals.The Group closely monitors the economic situation in Eastern Europe and in South America on an ongoing

basis.The Group recognizes an impairment provision which reflects its assessment regarding the credit risk of

account receivables Other receivables and investments on a lifetime expected credit loss basis. See also notes

Ⅲ.11 – Financial instruments Ⅲ.12 – Accounts receivables and Ⅲ.14 – Other receivables.Cash and deposits in banks

The Company holds cash and deposits in banks with a high credit rating. These banks are also required to

comply with capital adequacy or maintain a level of security based on different situations.Guarantees

The Company’s policy is to provide financial guarantees only to investee companies.Aging of receivables and expected credit risk

Presented below is the aging of the past due trade receivables:

June 30 2025

Past due by less than 90 days 776475

Past due by more than 90 days 598398

1374873

170ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

VIII. Risk Related to Financial Instruments - (cont’d)

B. Credit risk - (cont’d)

The company measure the provision for credit losses on a collective group basis where receivables share

similar credit risk characteristics based on geographical locations. The examination for expected credit losses

is performed using model including aging analysis and historical loss experiences and adjusted by the

observable factors reflecting current and expected future economic conditions.When credit risk on a receivable has increased significantly since initial recognition the group records specific

provision or general provision which is determined for groups of similar assets in countries in which there are

large number of customers with immaterial balances.The Group has credit risk exposures for accounts receivables amounted to RMB 7826757 thousand relate to

category of "Lifetime expected credit losses (credit losses has not occurred)" and amounted to RMB 734298

thousand related to category of "Lifetime expected credit losses (credit losses occurred)". The Group has a

provision for other receivables amounted to RMB 16758 thousand related to category of "Lifetime expected

credit losses (credit losses occurred)". The credit risk exposures for all remaining balance of financial assets

at amortised cost and financial assets at FVTOCI are related to "12-month expected credit losses".C. Liquidity risk

Liquidity risk is the risk that the Group will encounter difficulty in meeting its financial obligation when they

come due. The Group's approach to managing its liquidity risk is to assure to the extent possible an adequate

degree of liquidity for meeting its obligations timely under ordinary conditions and under pressure conditions

without sustaining unwanted losses or hurting its reputation.The cash-flow forecast is determined both at the level of the various entities as well as of the consolidated

level. The Company examines the current forecasts of its liquidity requirements in order to ascertain that there

is sufficient cash for the operating needs including the amounts required in order to comply with the financial

liabilities while taking strict care that at all times there will be unused credit frameworks so that the Company

will not exceed the credit frameworks granted to it and the financial covenants with which it is required to

comply with. These forecasts take into consideration matters such as the Company’s plans to use debt for

financing its activities compliance with required financial covenants compliance with certain liquidity ratios

and compliance with external requirements such as laws or regulation.The surplus cash held by the Group subsidiaries which is not required for financing the current ongoing

operations is invested in short-term interest-bearing investment channels.

171ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

VIII. Risk Related to Financial Instruments - (cont’d)

C. Liquidity risk - (cont’d)

(1) Presented below are the contractual maturities of the financial liabilities at undiscounted amounts

including estimated interest payments:

As at June 30 2025

Third- Fifth year Contractual Carrying

First year Second year Fourth year and above Cash flow amount

Non-derivative financial

liabilities

Short-term loans 6761198 - - - 6761198 6588393

Bills payables 505034 - - - 505034 505034

Accounts payables 5440839 - - - 5440839 5440839

Other payables 1733135 - - - 1733135 1733135

Other current liabilities 827795 - - - 827795 827795

Debentures payable 719260 719726 1367278 4506825 7313089 5614582

Long-term loans 1343555 845244 983861 - 3172660 3027484

Long-term payables 11645 25576 47462 179908 264591 186159

Lease Liabilities 207388 149112 177109 610558 1144167 760463

Other non-current liabilities 47122 2375193 - - 2422315 2354749

Derivative financial liabilities

Foreign currency derivatives 459545 - - - 459545 459545

CPI/shekel forward transactions 5622 - - - 5622 5622

180621384114851257571052972913004999027503800

D. Market risks

Market risk is the risk that changes in market prices such as foreign exchange rates CPI interest rates and

prices of capital instruments will affect the Group’s revenues or the value of its holdings in its financial

instruments. The objective of market risk management is to manage and monitor the exposure to market risks

within acceptable parameters while optimizing the return.During the ordinary course of business the Group purchases and sells derivatives and assumes financial

liabilities for the purpose of managing market risks.

(1) CPI and foreign currency risks

Currency risk

The Group is exposed to currency risk from its sales purchases expenses and loans denominated in currencies

that differ from the Group’s functional currency. The main exposure is in Euro Brazilian real USD and in

NIS. In addition there are smaller exposures to various currencies such as the British pound Polish zloty

Australian dollar Indian rupee Argentine peso Canadian dollar South African Rand Ukraine Hryunia the

Turkish lira and Chinese Yuan Renminbi.The Group uses foreign currency derivatives – forward transactions and currency options – in order to hedge

the cash flows risk which derive from existing monetary assets and liabilities and anticipated sales and

purchases which may be affected by exchange rate fluctuations.

172ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

VIII. Risk Related to Financial Instruments - (cont’d)

D. Market risks - (cont’d)

(1) CPI and foreign currency risks - (cont’d)

The Group hedged a part of the estimated currency exposure to anticipate sales and purchases for the

subsequent year. Likewise the Group hedges most of its monetary assets and liabilities denominated in a

non- U.S. dollar currency. The Group uses foreign currency derivatives to hedge its currency risk mostly with

maturity dates of less than one year from the reporting date.Solutions debentures are linked to the NIS-CPI and therefore an increase in the NIS-CPI as well as changes

in the NIS exchange rate could cause significant impact with respect to the subsidiary functional currency –

the U.S. dollar. As of the approval date of the financial statements the subsidiary had hedged most of its

exposure deriving from issuance of the debentures in options and forward contracts.

(A) The Group’s exposure to NIS-CPI and foreign currency risk is as follows:

June 30 2025

Total assets Total liabilities

In US Dollar 2881498 2149111

In Euro 1448437 1094028

In Brazilian real 2199802 371209

CPI-linked NIS 3293 5741855

In New Israeli Shekel 429898 1160571

Denominated in or linked to other foreign currency 2971908 2624806

993483613141580

(B) The exposure to CPI and foreign currency risk in respect of derivatives is as follows:

June 30 2025

Currency/ Currency/ Average USD RMB

linkage linkage expiration thousands thousands

receivable payable date Par value Par value Fair value

Forward foreign currency USD EUR 09/10/2025 161220 1154109 (57086)

Contracts and call options USD PLN 18/08/2025 2218 15878 (1583)

USD BRL 07/08/2025 270676 1937658 (88212)

USD GBP 16/07/2025 20629 147675 (4709)

USD ZAR 28/07/2025 12214 87432 (7334)

ILS USD 21/07/2025 912413 6531603 651051

USD OTHER 874920 6263204 (93724)

CPI forward contracts CPI ILS 11/11/2025 548636 3927464 (164)

173ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

VIII. Risk Related to Financial Instruments - (cont’d)

D. Market risks - (cont’d)

(1) CPI and foreign currency risks - (cont’d)

(C) Sensitivity analysis

The appreciation or depreciation of the Dollar against the following currencies as of December 31 2024

and the increase or decrease in the CPI would increase (decrease) the equity and profit or loss by the

amounts presented below. This analysis assumes that all the remaining variables among others interest

rates remains constant.June 30 2025

Decrease of 5% Increase of 5%

Equity Profit (loss) Equity Profit (loss)

New Israeli shekel 51230 32908 (14499) 1041

British pound 1917 1917 (1917) (1917)

Euro (35568) (1707) 28912 1707

Brazilian real 14905 14905 (22151) (22151)

Polish zloty (1799) (1799) 1713 1713

South African Rand 115 115 (586) (586)

Chinese Yuan Renminbi 124500 124500 (108753) (108753)

CPI-linked NIS 99466 99466 (99466) (99466)

(2) Interest rate risks

The Group has exposure to changes in the variable interest rate. The Group has different assets and

liabilities in different countries which bear interest according to the economic environment in each country.Most of the loans other than the debentures bear Dollar SOFR and Euro ESTER interest. As a result

most of the variable interest exposure of those loans is to the SOFR interest.The Company prepares a quarterly summary of exposure to a change in the SOFR interest rate. As at the

approval date of the financial statements the Company had not hedged this exposure.

174ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

VIII. Risk Related to Financial Instruments - (cont’d)

D. Market risks - (cont’d)

(2) Interest rate risks - (cont’d)

(A) Type of interest

The interest rate profile of the Group’s interest-bearing financial instruments was as follows:

June 30 2025

Fixed-rate instruments – unlinked to the CPI

Financial assets

Other non-current assets 1632

Financial liabilities

Long-term loans (1) 2365763

Long-term payables 25721

Other non-current liabilities 357930

(2747782)

Fixed-rate instruments – linked to the CPI

Financial liabilities

Debentures payable (1) 5614582

Variable-rate instruments

Financial assets

Cash at banks 590377

Financial assets at fair value through profit or loss 2047

Other current assets 138956

Financial liabilities

Short-term loans and credit from banks 6588393

Long-term loans (1) 661721

Long-term payables 138061

Other non-current liabilities 1996819

(8653614)

(1) Including current maturities.

(B) Sensitivity analysis of cash flows regarding variable-interest instruments

A change of 5% in the interest rates on the reporting date would increase or reduce equity and profit or loss

by the amounts presented below. This analysis assumes that all the remaining variables among others

exchange rates remained fixed.Profit or loss Equity

Increase in Decrease in Increase in Decrease in

interest interest interest interest

As at June 30 2025 2225 (2251) 2225 (2251)

175ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

IX. Fair Value

The fair value of forward contracts on foreign currency is based on their listed market price if available. In the

absence of market prices the fair value is estimated based on the discounted difference between the stated

forward price in the contract and the current forward price for the residual period until redemption using an

appropriate interest rate.The fair value of foreign currency options is based on bank quotes. The reasonableness of the quotes is evaluated

through discounting future cash flow estimates based on the conditions and duration to maturity of each contract

using the market interest rates of a similar instrument at the measurement date and in accordance with the Black

& Scholes model.

1. Financial instruments measured at fair value for disclosure purposes only

The carrying amount of certain financial assets and liabilities including cash at bank and on hand bills and

accounts receivable receivables financing other receivables short-term loans bills and accounts payable and

other payable are the same or proximate to their fair value.The following table details the carrying amount in the books and the fair value of groups of non-current financial

instruments presented in the financial statements not in accordance with their fair values:

June 30 2025

Carrying amount Fair value

Financial assets

Other non-current assets (a – Level 2) 16601 13394

Financial liabilities

Long-term loans and others (b – Level 2) 6330132 6145750

Debentures (c – Level 1) 5614582 5914985

a) The fair value of the other non-current assets is based on a discounted future cash flows using the acceptable

interest rate for similar investment having similar characteristics (Level 2).b) The fair value of the long-term loans and others is based on a discounted future cash flows using the acceptable

interest rate for similar loans having similar characteristics (Level 2).c) The fair value of the debentures is based on stock exchange quotes (Level 1).

2. The interest rates used in determining fair value

The interest rates used to discount the estimate of anticipated cash flows are:

June 30 2025

%

U.S. dollar interest 7.08-8.50

Chinese Yuan Renminbi 1.42-3.97

Euro 4.54-4.86

176ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

IX. Fair Value - (cont’d)

3. Fair value hierarchy of financial instruments measured at fair value

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction

between market participants at the measurement date. The table below presents an analysis of financial

instruments measured at fair value. The various levels have been defined as follows:

? Level 1: quoted prices (unadjusted) in active market for identical instrument.? Level 2: inputs other than quoted prices included within Level 1 that are observable either directly or indirectly.? Level 3: inputs that are not based on observable market data (unobservable inputs).The Company’s forward contracts and options are carried at fair value and are evaluated by observable inputs

and therefore are concurrent with the definition of level 2.June 30

2025

Forward contracts and options used for hedging the cash flow (Level 2) (28756)

Forward contracts and options used for economic hedging (Level 2) 426995

Other equity investment (Level 2) 131169

Receivables financing (Level 2) 107640

Other non-current assets (Level 2) 54591

Other (Level 2) 2047

Financial Instrument Fair value

Fair value measured on the basis of discounting the difference between the

stated forward price in the contract and the current forward price for the

Forward contracts

residual period until redemption using an appropriate interest rates.Foreign currency options The fair value is measured based on the Black&Scholes model.No transfer between any levels of the fair value hierarchy in the reporting period.No change in the valuation techniques in the reporting period.

177ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

X. Related parties and related party transactions

1. Information on parent Company

Company Registered Registered capital Shareholding Percentage

name place Business nature (Thousand RMB) percentage of voting rights

Production and

sales of

agrochemicals

Syngenta Shanghai fertilizers and GM

Group China seeds 11158387 78.47% 78.47%

The Company’s ultimate controlling shareholder is Sinochem Holdings .

2. Information on the largest subsidiaries of the Company

For information about the subsidiaries of the Company refer to Note VII.1.

3. Information on largest joint ventures and associates of the Company

For information about the joint ventures and associates of the Company refer to Note V.12.Other joint ventures and associates that have related party transactions with the Group during this period or the

previous periods are as follows:

Name of entity Relationship with the Company

Innovaroma SA Joint venture of the Group

178ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

X. Related parties and related party transactions - (cont’d)

4. Information on other related parties

Name of other related parties Related party relationship

Agro Jangada Ltda Common control

Beijing Guangyuan Yinnong Chemical Co. LTD Common control

Bluestar (Beijing) Chemical Machinery Co. Ltd. Common control

Bluestar Engineering Co. Ltd. Common control

China National Chemical Information Center Co. Ltd. Common control

Dipagro LTDA Common control

Elkem Silicones Brasil Ltd. Common control

Hangzhou (Torch) Xidoumen Membrane Industry Co. LTD Common control

Huaxia Hanhua Chemical Equipment Co. LTD Common control

Jiangsu Huaihe Chemical Co. Ltd. Common control

Jiangsu Yangnong Chemical Co. Ltd. Common control

Liaocheng Luxi Polyol New Material Technology Co. Ltd. Common control

Sino MAP Common control

Ningxia Ruitai Technology Co. Ltd. Common control

P.T. Syngenta Indonesia Common control

Produtécnica Nordeste Comércio de Insumos Agrícolas Ltda. Common control

Qingdao Rubber Six Conveyor Belt Co.Ltd. Common control

Shenyang Sciencreat Chemicals Co. Ltd. Common control

Shenyang Shenhua Institute Testing Technology Co. Ltd. Common control

Sinochem (Hainan) Agroecology Co. Common control

Sinochem (Linyi) Crop Nutrition Co. Ltd Common control

Sinochem Agro Co. Ltd. Common control

Sinochem Fertilizer Company Limited and its branches Common control

Sinochem Hebei Co. Ltd. Common control

Sinochem Information Technology Co. Ltd. Common control

Sinochem International Crop Care (Overseas) Pte. Ltd. Common control

Sinochem Modern Agriculture (Hunan) Co. LTD Common control

Sinochem Modern Agriculture (Inner Mongolia) Co. LTD Common control

Sinochem Modern Agriculture (Xinjiang) Co. LTD Common control

Sinochem Modern Agriculture Anhui Co. LTD Common control

Sinochem Oil (Hainan) Co.Ltd. Common control

Sinochem Petrochemical Sales Co. Ltd. Common control

Sinochem Zhoushan Hazardous Chemicals Emergency Rescue Base Co. Common control

Ltd.Syngenta (Shanghai) Crop Protection Technology Company Limited Common control

179ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

X. Related parties and related party transactions - (cont’d)

4. Information on other related parties - (cont’d)

Name of other related parties Related party relationship

Syngenta Agro (Argentina) S.A. Common control

Syngenta Agro AG Common control

Syngenta Agro GmbH Common control

Syngenta Australia Pty Ltd Common control

Syngenta Canada Inc Common control

Syngenta Comercial Agricola Common control

Syngenta Crop Protection A/S Common control

Syngenta Crop Protection AG Common control

Syngenta Crop Protection Lda Common control

Syngenta Crop Protection LLC Common control

Syngenta Crop Protection Ltd. Common control

Syngenta Crop Protection SA Common control

Syngenta Czech s.r.o. Common control

Syngenta Espa?a S.A. Common control

Syngenta France SAS Common control

Syngenta Group Saturn (NL) B.V. Common control

Syngenta Hellas AEBE Common control

Syngenta India Ltd Common control

Syngenta Italia SpA Common control

Syngenta Korea Ltd Common control

Syngenta Nantong Crop Protection Co Ltd Common control

Syngenta Protecao de Cultivos Ltda Common control

Syngenta SA.. Common control

Syngenta Slovakia s.r.o. Common control

Syngenta Tarim Sanay ve Ticaret AS Common control

Syngenta Zambia Limited Common control

Taicang Zhonglan Environmental Protection Technology Service Co. Common control

LTD

China Bluestar Chengrand Research Institute Chemical Industry Common control

Youjia Crop Protection Co. Ltd. Common control

Youth Chemical Co. Ltd. Common control

Zhonglan International Chemical Co. Ltd. Common control

Zhonglan Lianhai Design & Research Institute Co. Ltd. Common control

Jiangsu Huifeng Biological Agriculture Co. Ltd Minority shareholder and its subsidiary

Nongyi Net (Yangling) e-commerce Co. Ltd. Minority shareholder and its subsidiary

Shanghai focus supply chain Co. Ltd Minority shareholder and its subsidiary

Shanghai nengjianyuan Biological Agriculture Co. Ltd Minority shareholder and its subsidiary

180ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

X. Related parties and related party transactions - (cont’d)

5. Transactions and balances with related parties

(1) Transactions with related parties

Six months ended

June 30

Type of purchase Related Party Relationship 2025 2024

Summary of purchase of goods/services:

Purchase of goods/services received Common control under

Sinochem Holdings 651803 675406

Minority shareholder and 14228 17564

its subsidiary

Purchase of fixed assets and other assets Common control under 49 -

Sinochem Holdings

Lease expenses Common control under - 284

Sinochem Holdings

Minority shareholder and 924 544

its subsidiary

Summary of Sales of goods:

Sale of goods/ Service rendered Common control under 554642 659835

Sinochem Holdings

Joint venture 49323 44550

Minority shareholder and

its subsidiary 8948 26159

Lease income Minority shareholder 544 588

(2) Guarantees

The Group as the guarantee receiver

Amount of Inception date Maturity date Guaranty

Guarantee provider guaranteed loan of guaranty of guaranty completed (Y / N)

Parent company 263000 21/04/2021 20/04/2028 N

67971 01/06/2021 31/05/2028 N

* During the reporting period the Company paid a guarantee fee amounting to 197 thousand RMB

(six months ended June 30 2024: 210 thousand RMB) to the parent company.

181ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

X. Related parties and related party transactions - (cont’d)

5. Transactions and balances with related parties - (cont'd)

(3) Remuneration of key management personnel and directors

Periods ended June 30

20252024

Remuneration of key management personnel and directors 16533 16195

(4) Receivables from and payables to related parties (including loans)

Receivable Items

June 30 December 31

20252024

Expected Expected

Related Party Book credit Book credit

Items Relationship Balance losses Balance losses

Trade receivables Common control under 240517 - 243093 -

Sinochem Holdings

Joint venture 22564 - 13198 -

Minority shareholder and 1492 - 8163 -

its subsidiary

Other Non-Current assets Common control under - - - -

Sinochem Holdings

Prepayments Common control under 1905 - 617 -

Sinochem Holdings

Minority shareholder and - - 547 -

its subsidiary

Payable Items

June 30 December 31

Items Related Party Relationship 2025 2024

Trade payables Common control under Sinochem 288429 235899

Holdings

Minority shareholder and its subsidiary 1245 256

Other payables Common control under Sinochem 70899 35450

Holdings

Minority shareholder and its subsidiary 1850 1641

Contractual liability Common control under Sinochem 17714 38676

Holdings

Short-term loans * Common control under Sinochem 3507713 2731591

Holdings

Other non-current Common control under Sinochem 2354749 2330911

liabilities * Holdings

* Include liabilities are loans from a related party the interest expenses for the Six months ended June 30

2025 is 134799 thousand RMB (six months ended June 30 2024: 117494 thousand RMB ).

182ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

X. Related parties and related party transactions - (cont’d)

5. Transactions and balances with related parties - (cont'd)

(4) Receivables from and payables to related parties (including loans) (cont'd)

On October 27 2021 the Board of Directors first approved (following the pre-approval of the Company’s

independent directors dated October 25 2021) the Company through one of its subsidiaries entering into

committed credit facilities agreements in the aggregate amount of $100 million (RMB 715 million) on

market terms with Syngenta Group or any of its subsidiaries. Following the approvals of the Company’s

requisite organs these facilities were amended and further increased in December 2022 and in April 2023

to an aggregate amount of $400 million (RMB 2863 million). As of June 30 2025 a total of $400 million

(RMB 2863 million) was utilized.On August 28 2023 the Board of Directors approved (following the pre-approval of the Company’s

independent directors dated August 22 2023) the Company through one of its subsidiaries entering into an

additional committed credit facility agreement in the amount of RMB 2000 million with Syngenta Group

or any of its subsidiaries. As of June 30 2025 a total of RMB 2000 million was utilized.On April 25 2024 the Board of Directors approved (following the pre-approval of the Company’s

independent directors dated April 24 2024) the Company through one of its subsidiaries entering into an

committed credit facility agreement (“the Previous Credit Facility”) in the amount of $200 million (RMB

1432 million) with one subsidiary of Syngenta Group.

On November 6 2024 the Board of Directors approved (following the pre-approval of the Company’s

independent directors dated November 5 2024) the Company to apply on top of the previous credit facitiliy

a new credit line with an estimated amount of no more than $200 million (RMB 1432 million) and to sign

a new facility agreement. As of June 30 2025 $140 million (RMB 1002 million) was utilized under this

agreement.

(5) Other related party transactions

The closing balance of bank deposit in Sinochem Finance Corporation was 680606 thousand RMB

(31.12.24: 627434) Interest income of bank deposit for the current period was 3197 thousand RMB (amount

for six months ended June 2024 was 3773 thousand RMB).The closing balance of a loan received from Sinochem Finance Corporation was 40000 thousand RMB

(31.12.24: 20000). Interest expenses in the current period was 398 thousand RMB (amount for six months

ended June 2024 was nil thousand RMB).

183ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

XI. Commitments and contingencies

1. Significant commitments

June 30 December 31

20252024

Investment in Fixed assets 173636 195204

2. Commitments and Contingent Liabilities

On June 12 2024 the 3rd meeting of the 10th session of the Board of Directors of the Company approved the

engagement on the purchase of joint liability insurance policy for Directors Supervisors and Senior Executives

of the Company and its PRC subsidiaries by way of adding the Company to the Directors and Officers liability

insurance policy of Syngenta Group which shall provide shared coverage. On June 28 2024,the Company’s

2nd Interim Shareholders Meeting in 2024 approved the above engagement. The insurance period is from July

1 2024 to June 30 2025.

Based on the Shareholders meeting approval the Company's management renewed the Directors and Officers

liability insurance policy and the insurance period was extended to April 30 2026.Environmental protection

The manufacturing processes of the Company and the products it produces and market entail environmental

risks that impact the environment. The Company invests substantial resources in order to comply with the

applicable environmental laws and attempts to prevent or minimize the environmental risks that could occur as

a result of its activities. To the best of the Company’s knowledge at the balance sheet date there are no material

environmental issues relating to the Company there are no material administrative penalties or investigations

related to environment health and safety imposed or initiated by regulatory authorities and none of the material

permits and licenses regarding environmental issues required for the Company’s day to day operations have

been revoked.Claims against subsidiaries

In the ordinary course of business legal claims were filed against subsidiaries including claims for patent

infringement. The Company inter alia like other companies operating in the crop protection market is exposed

to class actions for large amounts which it must defend against while incurring considerable costs even if these

claims have no basis in the first place. In the opinion of the Company’s management which is based inter alia

on the opinions of its legal advisors regarding the prospects of the proceedings the financial statements include

adequate provisions where necessary to cover the exposure resulting from the claims.On October 20 2020 a claim and a motion for its approval as a class action (the “Motion”) was filed against

Monsanto Company and Bayer AG (the “Manufacturers”) as well as against ADAMA Agan Ltd. a wholly-

owned subsidiary of Solutions with respect to an herbicide bearing the brand name Roundup which is produced

by the Manufacturers and distributed in Israel in small quantities by Solutions’ subsidiary. The applicants argued

that the product allegedly poses a risk to users or those who have been exposed to it.On August 7 2025 the court rendered a first-instance judgment dismissing the Motion.Therefore and based on the opinion of Solutions’ external counsels as of the date of the financial statements

this proceeding is not expected to have any non-negligible effect on the Company’s financial results.As Solutions is an authorized distributor of the Manufactures the Manufacturers undertook to fully indemnify

defend and hold harmless ADAMA Agan Ltd. for any monetary compensation or any other remedy it will

have to make in connection with the Motion.

184ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

XI. Commitments and contingencies - (cont’d)

2. Commitments and Contingent Liabilities - (cont’d)

Claims against subsidiaries (cont’d)

In June 2021 a lawsuit was filed against a subsidiary of the Company alleging two patents owned by a large

competitor of the Company have been infringed by such subsidiary. Among the claims the plaintiff seeks

preliminary and permanent injunctions to prevent the subsidiary from manufacturing using or commercializing

a product that allegedly infringes the plaintiff’s patents and seeks actual damages and profits loss. The said

preliminary injunctions were granted by the court in favor of the plaintiff. The subsidiary has filed appeals

against such preliminary injunctions which were rejected. Prior to such claims and on-going the subsidiary

filed several lawsuits against the said plaintiff seeking to declare the said patents are invalid and the subsidiary

does not infringe them. In May 2023 an additional lawsuit (including a preliminary injunction) was filed by the

same large competitor against said subsidiary alleging infringement of the same two patents for a different

product. The said preliminary injunction was rejected by the court and plaintiff’s appeals with respect thereto

are pending. All these lawsuits are pending as of the approval date of the financial statements. At this stage the

claims filed by the plaintiff are not expected to have a material effect on the Company.Various immaterial claims have been filed against Group companies in courts throughout the world in

immaterial amounts for causes of action primarily involving employee-employer relations and various civil

claims for which the Company did not record a provision in the financial statements. The claims that in the

estimation of Company’s management based on its legal advisors’ opinion have lower chances of succeeding

than being rejected amount to a negligible amount. Furthermore claims were filed against the Company for

product liability damages for which the Company has adequate insurance coverage such that the Company’s

exposure in respect thereof is limited to the deductible amount or the amount thereof does not exceed the

deductible amount.Performance commitments

When the Company acquired the equity interest in Adama Huifeng (shanghai) Agricultural Technology Co.Ltd (“Adama Huifeng (Shanghai)”) and Adama Hiufeng (Jiangsu) Co. Ltd.(“Adama Huifeng (Jiangsu)") fromJiangsu Huifeng Biological Agriculture Co. Ltd (“Jiangsu Huifeng”) during 2020 and 2021 there were

performance commitments made by Jiangsu Huifeng regarding specific business operations of the acquired

subsidiaries. If the performance commitments is not met Jiangsu Huifeng shall make a price adjustment

payment calculated based on a method as agreed. By the end of 2023 when the commitment period ended the

performance commitments has not been fulfilled. There were disputes between the Company and Jiangsu

Huifeng regarding the price adjustment payment and the arbitration application filed by the Company as the

Applicant to the Shanghai International Economic and Trade Arbitration Commission against Jiangsu Huifeng

as the claimant was accepted in May 2024. The arbitration case was heard by the arbitration tribunal in

September 2024.On April 1 2025 Shanghai International Economic and Trade Arbitration Commission rendered an award in

respect of the arbitration according to which Jiangsu Huifeng shall pay the Company the price adjustment

payment of RMB45000000 yuan the damage compensation for failure to pay the price adjustment amount on

time and a certain proportion of fees for the attorney and the arbitration as well as other expenses incurred by

the Company for initiating the case.On June 30 2025 the Company signed an agreement with Jiangsu Huifeng stipulating that the mutual payments

determined by the arbitral tribunal in this case and the case of payment for equity transfer between the Company

and Jiangsu Huifeng shall be offset against each other. According to the above agreement after calculation

185ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

XI. Commitments and contingencies - (cont’d)

2. Commitments and Contingent Liabilities - (cont’d)

Performance commitments - (cont’d)

Jiangsu Huifeng shall pay the offset balance to the Company. On July 9 2025 Jiangsu Huifeng has paid the

balance of RMB 34669 to the Company. The above arbitration award has been fully performed.XII. Events subsequent to the balance sheet date

In August 2025 the court in a first-instance judgment dismissed the motion to approve the class action filed

against the Company and other parties in connection with the Roundup product for additional information see

note XI. Commitments and Contingent Liabilities.XIII. Share-based Payments

1. In February 2019 the remuneration committee and Solutions Board of Directors (as well as the General

Meeting with respect to theformer CEO and Vice President who also serves as a director) approved the

allocation of 77864910 phantom warrants to officers and employees in accordance with the long-term

phantom compensation plan (hereinafter - "the 2019 Plan") out of which 75814897 phantom warrants were

granted at the grant date of February 21 2019. During 2019 1206081 additional Phantom warrants were

granted.The warrants will vest in four equal portions where the first and second quarters are exercisable after two

years the third quarter after three years and the fourth quarter after four years from January 1 2019. The

warrants will be exercisable in whole or in part in accordance with the terms of the 2019 plan and subject to

achieving financial targets as determined in the plan. The warrants will be exercisable until the end of 2025.Upon exercise of each warrant the offeree will be entitled to receive cash payment equal to the difference

between the base price as determined at the time of the grant and the closing price of one share of the Company

on the Shenzhen Stock Exchange as it will be on the exercise date up to the ceiling that was determined under

the plan.The fair value of the granted warrants as aforesaid was estimated using the binomial pricing model.The cost of the benefit embodied in the warrants that were allocated as aforesaid based on the fair value at the

grant date amounted to a total of approximately 186 million RMB. The liability at the end of the reporting

period was recorded according to the vesting period as determined in the plan taking into account the extent

of the service that the employees provided until that date and the Company’s share price at the end of the

reporting period.Statement of share based payments in the period Phantom warrants

Total number of Phantom warrants at the beginning of the period 20290025

Total number of Phantom warrants granted in current period -

Total number of Phantom warrants exercised in current period -

Total number of Phantom warrants forfeited in current period (8090591)

Total number of Phantom warrants at the end of the period 12199434

The exercise prices and the remainder of the contractual period for Phantom RMB 9.87 – 10.85

warrants outstanding at the end of period 0.5 year

186ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

XIII. Share-based Payments - (cont’d)

1. (cont’d)

The parameters used in implementing the model at the grant date are as follows:

Stock price (RMB) 10.85

Exercise increment (RMB) 10.03/10.85

Expected volatility 43.97%

Risk-free interest rate 3.06%

Economic value as of February 21 2019 (in thousands RMB) 186206

The methods for the determination of the fair value of liabilities arising from

cash-settled share-based payments The binomial pricing model

Accumulated amount of liabilities arising from cash-settled share-based

payments (in thousands RMB) 3222

Expenses arising from cash-settled share-based payments in current period

(in thousands RMB) (6284)

2. In September 2019 the remuneration committee and Solutions Board of Directors (and the General Meeting

with respect to the CEO and Vice President who also serves as a director) approved the cancellation of 2017

Plan against the allocation of 28258248 warrants in accordance with the long-term phantom compensation

plan (hereinafter - "The Alternative Warrants" and "The Alternative Plan"). The cancellation and allocation

date is September 26 2019. During 2019 an additional 90130 Alternative Phantom Warrants were granted.The alternative warrants will vest in four equal portions where the first quarter is exercisable after one year

the second quarter after two years the third quarter after three years and the fourth quarter after four years

from October 1 2019. The warrants will be exercisable in whole or in part in accordance with the terms of

the Alternative Plan and subject to achieving financial targets as determined in the plan. The warrants will be

exercisable until October 1 2026.Upon exercise of each warrant the offeree will be entitled to receive cash payment equal to the difference

between the base price as determined at the time of the grant and the closing price of one share of the parent

company on the Shenzhen Stock Exchange as it will be on the exercise date up to the ceiling that was

determined under the plan.The fair value of the total granted alternative warrants at the allocated date is equal to the fair value of the total

warrants canceled from the 2017 plan.The cost of the benefit embodied in the warrants that were allocated as aforesaid based on the fair value at the

cancellation and allocation date amounted to a total of approximately 69 million RMB. The liability in the

financial statements at the end of the reporting period was recorded at the fair value estimated using the

binomial option pricing model and by the vesting period from the original grant date of the 2017 plan to the

end of the service period determined by the alternative plan taking into account the extent of the service that

the employees provided until that date and the stock price at the reporting date.

187ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

XIII. Share-based Payments - (cont’d)

2. (cont’d)

Statement of share based payments in the period

Phantom warrants

Changes in the number of 2017 Plan:

Total number of Phantom warrants at the beginning of the period 7404561

Total number of Phantom warrants granted in current period -

Total number of Phantom warrants exercised in current period -

Total number of Phantom warrants forfeited in current period (3056231)

Total number of Phantom warrants at the end of the period 4348330

The range of the exercise prices and the remainder of the contractual period RMB 9.37 – 9.43

for Phantom warrants outstanding at the end of period 1.25 years

The parameters used in implementing the model at the grant date are as follows:

Stock price (RMB) 9.23

Exercise increment (RMB) 9.43

Expected volatility 40.29%

Risk-free interest rate 3.14%

Economic value as of September 26 2019 (in thousands RMB) 68836

The methods for the determination of the fair value of liabilities arising from

cash-settled share-based payments related to the alternative plan The binomial pricing model

Accumulated amount of liabilities arising from cash-settled share-based

payments related to the alternative plan (in thousands RMB) 3346

Expenses (income) arising from cash-settled share-based payments in

current period related to the alternative plan (in thousands RMB) (1294)

188ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

XIV. Other significant items

1. Segment reporting

The Company presents its segment reporting based on a format that is based on a breakdown by business

segments:

* Crop Protection (Agro)

This is the main area of the Company’s operations and includes the manufacture and marketing of

conventional agrochemical products.* Intermediates and ingredients

This field of activity includes a large number of sub-fields including: Lycopan (an oxidization retardant)

aromatic products and other chemicals. It combines all the Company’s activities not included in the Crop

Protection products segment.Segment results reported to the chief operating decision maker include items directly attributable to a segment

as well as items that can be allocated on a reasonable basis. Unallocated items comprise mainly financing

expenses net gains from changes in fair value investment income and tax expenses.All assets and liabilities that can be attributed to a specific segment were allocated accordingly. Attributed

assets include: accounts and bills receivables receivables financing inventory fixed assets right-of-use assets

construction in progress intangible assets goodwill non-current trade receivables and long-term equity

investments. Attributed liabilities include account payables bill payablesand lease liabilities. All other assets

and liabilities which are not attributable to a specific segment are presented as unallocated assets and liabilities.

189ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

XIV. Other significant items - (cont'd)

1. Segment reporting - (cont’d)

Information regarding the results and assets and liabilities of each reportable segment is included below:

Crop Protection Intermediates and ingredients Elimination among segments Total

Six months ended Six months ended Six months ended Six months ended

June 30 June 30 June 30 June 30

20252024202520242025202420252024

Operating income from external

customers 13656589 13534044 1367611 1376245 - - 15024200 14910289

Inter-segment operating income - - 962 829 (962) (829) - -

Interest in the profit or loss of

associates and joint ventures - - 5261 4418 - - 5261 4418

Segment's results 776250 178932 129004 69777 - - 905254 248709

Financial expenses 1024340 623647

Loss from changes in fair value (6493) (196492)

Loss before tax (125579) (571430)

Income tax expenses (45227) 323436

Net Loss (80352) (894866)

Crop Protection Intermediates and ingredients Unallocated assets and liabilities Total

June 30 December 31 June 30 December 31 June 30 December 31 June 30 December 31

20252024202520242025202420252024

Total assets 40363032 40394519 2255639 2371148 8084579 7294110 50703250 50059777

Total liabilities 7655263 6878372 225526 291201 23917417 23899110 31798206 31068683

190ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

XIV. Other significant items - (cont'd)

1. Segment reporting - (cont’d)

Geographic information

The following tables sets out information about the geographical segments of the Group’s operating income

based on the location of customers (sales target) and the Group's non-current assets (including mainly fixed

assets right-of-use assets construction in progress investment properties intangible assets and goodwill). In

the case of investment property fixed assets right of used assets and construction in progress the geographical

location of the assets is based on its physical location. In case of intangible assets and goodwill the

geographical location of the company which owns the assets.Operating income from external

customers

Six months ended June 30

20252024

Europe Africa and Middle East 4811339 4935526

North America 3554544 2941766

Latin America 2609695 2841344

Asia Pacific 4048622 4191653

1502420014910289

Specified non-current assets

June 30 December 31

20252024

Europe Africa and Middle East 13972022 14249233

North America 1246981 1252352

Latin America 1755456 1730472

Asia Pacific 4819909 5044172

2179436822276229

? As of 2025 South Africa is included in the Europe Africa and Middle East region . The information for 2024 was re-

classified accordingly.

2. The dependency on major customers

No single customer's proportion of the total amount of sales is over 10%.

191ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

XIV. Other significant items - (cont'd)

3. Calculation of losses per share and Diluted earnings per share

Amount for the Amount for the

current period prior period

Net loss from continuing operations attributable to ordinary

shareholders (80352) (894866)

Amount for the Amount for the

Shares current period prior period

Number of ordinary shares outstanding at the beginning of the

year 2329811766 2329811766

Add: weighted average number of ordinary shares issued during

the year - -

Less: weighted average number of ordinary shares repurchased

during the year - -

Weighted average number of ordinary shares outstanding at the

end of the year 2329811766 2329811766

Amount for Amount for

the current the prior

period period

Calculated based on net loss attributable to ordinary shareholders

Basic losses per share (0.03) (0.38)

Diluted losses per share N/A N/A

Calculated based on net loss from continuing operations attributable

to ordinary shareholders:

Basic losses per share (0.03) (0.38)

Diluted losses per share N/A N/A

Calculated based on net loss from discontinued operations

attributable to ordinary shareholders:

Basic losses per share N/A N/A

Diluted losses per share N/A N/A

192ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

XV. Notes to major items in the Company's financial statements

1. Cash at bank and on hand

June 30 December 31

20252024

Deposits in banks 65500 39173

Other cash and bank balances 14246 1858

7974641031

As at June 30 2025 restricted cash and bank balances was 14246 thousand RMB (as at December 31 2024:

1858 thousand RMB).

2. Accounts receivable

a. By category

June 30 2025

Provision for expected

Book value credit losses

Carrying

Amount Percentage (%) Amount Percentage (%) amount

Account receivables assessed

individually for impairment 36039 2 14977 42 21062

Account receivables assessed

collectively for impairment 1434151 98 - - 1434151

14701901001497711455213

December 31 2024

Provision for expected credit

Book value losses

Carrying

Amount Percentage (%) Amount Percentage (%) amount

Account receivables assessed

individually for impairment 13893 1 13893 100 -

Account receivables assessed

collectively for impairment 1182104 99 - - 1182104

11959971001389311182104

b. Aging analysis

June 30 2025

Within 1 year (inclusive) 1133095

Over 1 year but within 2 years 323202

Over 2 years but within 3 years -

Over 3 years but within 4 years -

Over 4 years but within 5 years 15

Over 5 years 13878

1470190

193ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

XV. Notes to major items in the Company's financial statements - (cont'd)

2. Accounts receivable - (cont'd)

c. Addition written-back and written-off of provision for expected credit losses during the period

Six months ended June 30 2025

Balance as of January 1 13893

Addition during the period net 1084

Balance as of June 30 14977

d. Five largest accounts receivable at June 30 2025:

Proportion of Allowance of

Accounts expected

Name Closing balance receivable (%) credit losses

Party 1* 1366711 93 -

Party 2 22146 2 1084

Party 3 18254 1 -

Party 4 8157 1 -

Party 5 5041 - -

1420309971084

* Include intergroup balance with ADAMA Solutions.

3. Receivable financing

June 30 December 31

20252024

Bank acceptance draft 8003 34350

800334350

As at June 30 2025 bank acceptance endorsed but not yet due amounts to 351800 thousand RMB.

4. Other Receivables

June 30 December 31

20252024

Other receivables 29374 24393

2937424393

194ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

XV. Notes to major items in the Company's financial statements - (cont'd)

4. Other Receivables - (cont'd)

(1) Other receivables

a. Other receivables by categories

June 30 December 31

20252024

Other 34750 29769

Provision for expected credit losses (5376) (5376)

2937424393

b. Other receivables by aging

June 30 2025

Within 1 year (inclusive) 17763

Over 1 year but within 2 years -

Over 2 years but within 3 years 113

Over 3 years but within 4 years 91

Over 4 years but within 5 years* 11830

Over 5 years 4953

34750

* Include intergroup balance with Anpon

c. Additions recovery or reversal and written-off of provision for expected credit losses during the

period:

Six months ended June 30 2025

Balance as of January 1 2025 5376

Addition during the period -

Balance as of June 30 2025 5376

d. Five largest other receivables at June 30 2025:

Proportion of other

Name Closing balance receivables (%) Credit loss provision

Party 1* 29340 84 -

Party 2 3125 9 3125

Party 3 548 2 548

Party 4 237 1 237

Pa rty 5 221 1 221

33471974131

* Include intergroup balance with Anpon

195ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

XV. Notes to major items in the Company's financial statements - (cont'd)

5. Long-term equity investments

June 30 2025 December 31 2024

Impairment Impairment

Amount balance loss Book value Amount balance loss Book value

Invest in

subsidiaries 17511352 80636 17430716 17511352 80636 17430716

175113528063617430716175113528063617430716

Investments in subsidiaries

Provision of Balance of

Opening impairment Closing Impairment

Invested unit balance Increase Decrease loss balance loss

ADAMA Agricultural Solutions Ltd. 15890213 - - - 15890213 -

Adama Anpon (Jiangsu) Ltd. 450449 - - - 450449 -

ADAMA Hiufeng (Jiangsu) Co. Ltd. 789116 - - - 789116 (59024)

Hubei Sanonda Foreign Trade Co.Ltd. 11993 - - - 11993 -

Adama Huifeng (shanghai)

Agricultural Technology Co. Ltd 288945 - - - 288945 (21612)

17430716---17430716(80636)

6. Operating Income and operating costs

Six months ended June 30 2025 Six months ended June 30 2024

Operating Operating

Revenue costs Revenue costs

Main operations 1068970 870381 958749 823699

Other operations 25602 9594 22843 8082

1094572879975981592831781

196ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

XV. Notes to major items in the Company's financial statements - (cont'd)

7. Notes to items in the cash flow statements

(1) Other cash received relevant to operating activities

Six months ended Six months ended

June 30 2025 June 30 2024

Interest income 216 1292

Government subsidies 4201 1588

Other 10907 9684

1532412564

(2) Other cash paid relevant to operating activities

Six months ended Six months ended

June 30 2025 June 30 2024

Professional services 11037 8683

Other 12890 11616

2392720299

(3) Other cash received relevant to investing activities

Six months ended Six months ended

June 30 2025 June 30 2024

Loans - 125000

Other 803 2600

803127600

(4) Other cash received relevant to financing activities

Six months ended Six months ended

June 30 2025 June 30 2024

Deposit for issuing bills payables 1858 6460

18586460

197ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

XV. Notes to major items in the Company's financial statements - (cont'd)

7. Notes to items in the cash flow statements

(5) Other cash paid relevant to financing activities:

Six months ended Six months ended

June 30 2025 June 30 2024

Deposit for issuing bills payable 14246 3424

Other - 460

142463884

8. Supplementary information to cash flow statement

(1) Reconciliation of net profit to net cash flows generated from operating activities:

Six months ended June 30

20252024

Net profit (loss) 130151 (12812)

Add: Asset Impairment reversal (losses) 3362 3565

Credit impairment reversal (losses) 1084 2

Depreciation of fixed assets and investment property 98116 118953

Depreciation of-right-of use assets 395 787

Amortization of intangible assets 6067 6058

Gain (losses) on disposal of fixed assets intangible assets and other

long-term assets (3587) 39

Losses (gains) from changes in fair value (30714) 30870

Financial expenses 13298 5180

Investment income (32445) -

Decrease in deferred income tax assets 21449 51414

Decrease (increase) in inventory 43633 ) 16667(

Decrease (increase) in accounts receivable from operating activities (212970) 112480

Increase in payables from operating activities 148263 4048

Net cash flows generated from operating activities 186102 303917

(2) Net increase in cash and cash equivalents

Six months ended June 30

20252024

Closing balance of cash 65500 69085

Less: Opening balance of cash 39173 157186

Net increase in cash and cash equivalents 26327 (88101)

198ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

XV. Notes to major items in the Company's financial statements - (cont'd)

9. Related parties and related parties transactions

(1) Information on parent Company

Registered

capital

Company Registered (Thousand Shareholding Percentage

name place Business nature RMB) percentage of voting rights

Production and sales

of agrochemicals

Syngenta Shanghai fertilizers and GM

Group China seeds 11158387 78.47% 78.47%

The ultimate controlling shareholder is Sinochem Holdings .

(2) Information on the subsidiaries of the Company

For information about the subsidiaries of the Company refer to Note VII.1.

(3) Transactions with related parties

a. Transactions of goods and services

Six months ended June 30

20252024

Summary of Purchase of goods/services Related Party Relationship

received:

Purchase of goods/services received Common control

under Sinochem

Holdings 37764 35789

Subsidiary 45789 42440

Summary of Sales of goods:

Sale of goods Common control under

Sinochem Holdings 347 226

Subsidiary 645933 555090

199ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

XV. Notes to major items in the Company's financial statements - (cont'd)

9. Transactions and balances with related parties - (cont'd)

(3) Transactions with related parties - (cont'd)

b. Guarantees

The Company as the guarantor

Amount of Inception Maturity Guaranty

guaranteed date of date of completed

loan guaranty guaranty (Y/ N)

Subsidiary 1000 2022.01.01 2025.11.28 N

21000 2022.02.28 2027.11.28 N

14000 2022.02.28 2027.11.28 N

7500 2022.05.20 2027.11.28 N

23500 2022.06.26 2027.11.28 N

10000 2022.10.31 2027.11.28 N

11000 2022.11.30 2027.11.28 N

30000 2024.12.09 2025.12.08 N

7000 2023.01.12 2025.06.20 N

12000 2023.04.03 2025.06.20 N

3000 2024.07.28 2027.11.10 N

5000 2023.10.17 2027.11.10 N

50000 2024.04.10 2027.04.26 N

30000 2025.03.25 2028.03.24 N

1900 2022.02.28 2026.09.28 N

8100 2022.07.12 2026.09.28 N

2000 2023.04.13 2026.09.28 N

3000 2024.02.05 2026.09.29 N

7000 2022.08.11 2028.06.22 N

10000 2022.08.31 2028.06.22 N

11000 2022.10.28 2027.06.22 N

25000 2022.11.23 2026.12.22 N

10000 2023.01.16 2026.06.22 N

14000 2023.04.04 2026.06.22 N

4000 2024.02.07 2026.06.23 N

1500 2023.04.26 2028.05.05 N

8500 2024.01.30 2028.05.05 N

200ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

XV. Notes to major items in the Company's financial statements - (cont'd)

9. Transactions and balances with related parties - (cont'd)

(3) Transactions with related parties - (cont'd)

b. Guarantees - (cont'd)

The Company as the guarantee receiver

Amount of Inception date Maturity date Guaranty

Guarantee provider guaranteed loan of guaranty of guaranty completed (Y / N)

Parent company 263000 21/04/2021 20/04/2028 N

Parent company 67971 01/06/2021 31/05/2028 N

During the reporting period the Company paid a guarantee fee amounting to 197 thousand RMB

(2024.1-6: 210) to the parent company.

c. Receivables from and payables to related parties (including loans)

Receivable Items

June 30 December 31

20252024

Expected Expected

Related Party Book credit Book credit

Items Relationship Balance losses Balance losses

Trade receivables Subsidiary 1372458 - 1102274 -

Non-current

assets within one

year Subsidiary 70000 - 70000 -

Other receivables Subsidiary 29340 - 24393 -

Prepayments Common control under

Sinochem Holding 1830 - 617 -

201ADAMA Ltd.

(Expressed in RMB '000)

Notes to the Financial Statements

XV. Notes to major items in the Company's financial statements - (cont'd)

9. Transactions and balances with related parties - (cont'd)

(3) Transactions with related parties - (cont'd)

c. Receivables from and payables to related parties (including loans) - (cont'd)

Payable Items

June 30 December 31

Items Related Party Relationship 2025 2024

Trade payables Subsidiary 15 10

Trade payables Common control under Sinochem

Holdings 5301 4023

Other payables Subsidiary 571838 525071

Common control under Sinochem

Holdings 752 522

d. Other related party transactions

The closing balance of bank deposit in SinoChem Finance Corporation was 52675 thousand

RMB (31.12.24: 28470 thousand RMB) Interest income of bank deposit for the current period

was 157 thousand RMB (amount for six months ended June 2024 was 1181 thousand RMB).

202ADAMA Ltd. Semi-Annual Report 2025

Supplementary information

(Expressed in RMB '000)

1. Extraordinary Gain and Loss

Six months ended

June 30 2025

Disposal of non-current assets 5054

Government grants recognized through profit or loss 5111

Changes in fair value of financial assets and liabilities held for trading 30714

Recovery or reversal of expected credit losses which is assessed individually during

the years 38147

Post vesting fair value revaluation of cash-settled share based payment 7578

Other non-operating income or expenses other than the above 1820

Tax effect (19019)

69405

2. Return on net assets and earnings per share (“EPS”)

The information of Return on net assets and EPS is in accordance with the Preparation Rules for

Information Disclosure by Companies Offering Securities to the Public No. 9 – Calculation and

Disclosure of Return on net assets and Earnings per share (2010 Amendment) issued by China Securities

Regulatory Commission.Weighted average

rate of return on net Basic EPS Diluted EPS

Profit during the reporting period assets (RMB/share) (RMB/share)

Net loss attributable to ordinary

shareholders of the Company (0.42%) (0.03) N/A

Net loss after deduction of extraordinary

gains/losses attributable to ordinary

shareholders of the Company (0.79%) (0.06) N/A

203ADAMA Ltd. Semi-Annual Report 2025

Section VIIII – Other Reported Data

I. Other Major Social Security Issues

Whether the listed company and its subsidiaries have any other significant social security issues

□ Yes √ No

Administrative punishment during the reporting period

□ Yes √ No

II. Information regarding communication with investors during the Reporting Period

√ Applicable □ Not applicable

Reception Type of

Date Place Name of the Visitor About Index

Mode Visitor

March Online Live Institutional The live webcast was Introduction on 2024 Q4 Record of the

18th 2025 Platform webcast at and accessible for all and FY performance as Communications

online individual investors. well as the Fight Forward between the

Platform Investors plan of the Company. The Company and the

corresponding Investors (No. 2025-

presentations was 01) was published

published on the website by the Company on

of the Company (IR page March 19th 2025 at

on www.adama.com). www.cninfo.com.cn.March Beijing Field Institutional China Galaxy Business overview Record of the

26th 2025 Office Research Investors Securities Chengtong progress of the ongoing Communications

Securities GF Fight Forward plan of the between the

Securities Sinolink Company as well as 2024 Company and the

Securities Shenwan Q4 and FY performance. Investors (No. 2025-

Hongyuan Securities The corresponding 02) was published

Huafu Securities presentations was by the Company on

Beijing Hongxin Capital published on the website May 26th 2025 at

CUFE Rising Union of the Company (IR page www.cninfo.com.cn.Guoze Fund Great Wall on www.adama.com).Asset Management

Xiefeng Private Equity

Fund Beijing Sanhe

Hongxin Investment

Management Shaanxi

Science and Technology

Venture Capital

Management Shengshi

International

Investment Jintai

Securities Investment

and Zhongzhong

International Consulting

Group

May 7th Online Live Institutional The live webcast was Introduction on 2025 Q1 Record of the

2025 Platform webcast at and accessible for all Communications

performance of the

online individual investors. between the

204ADAMA Ltd. Semi-Annual Report 2025

Reception Type of

Date Place Name of the Visitor About Index

Mode Visitor

Platform Investors Company. Company and the

Investors (No. 2025-

The corresponding

03) was published

presentation was

by the Company on

published on the website

May 8th 2025 at

of the Company (IR page

www.cninfo.com.cn

on www.adama.com).III. Summary of Funds Transferred Between the Company and the Controlling Shareholder and

Other Related Parties

√ Applicable □ Not applicable

In RMB ’0000

Additions

Name of the Nature of the Opening Repayments Closing Interest Interest

during the

Related Parties transaction Balance during the period Balance income expense

period

Sinochem

Finance Operational 62744 34992 29995 68061 320 -

Corporation

Syngenta AG

and its Operational 23597 41638 44033 21202 - -

subsidiaries

Bluestar

Engineering Operational - 7 - 7 - -

Co. Ltd.Bluestar

(Beijing)

Chemical Operational - 124 - 124 - -

Machinery Co.Ltd.Jiangsu Huaihe

Chemical Operational 305 9123 8223 1205 - -

Co.Ltd.Zhonglan

International

Operational 61 452 513 - - -

Chemical Co.Ltd

Sinofert Operational 164 6011 5527 648 - -

Shenyang

Shenhua

Institute Testing Operational - 59 - 59 - -

Technology Co.Ltd.MAP (Sinochem

Agriculture Operational - 3055 2523 532 - -

Holdings Ltd)

Ningxia Ruitai Operational - 8 8 - - -

205ADAMA Ltd. Semi-Annual Report 2025

Additions

Name of the Nature of the Opening Repayments Closing Interest Interest

during the

Related Parties transaction Balance during the period Balance income expense

period

Technology Co.Ltd.Beijing

Guangyuan

Yinong Operational - 35 35 - - -

Chemical Co.LTD

Jiangsu

Yangnong

Chemical co. Operational 243 2813 2591 465 - -

LTD. and its

subsidiaries

ADAMA Anpon

Non-Operational 7000 - 80 7000 80 -

(Jiangsu) Ltd.Total -- 94114 98317 93528 99303 400 -

On November 6 2024 the Company held the 7th meeting of the 10th session of the Board of Directors

to review the ‘Proposal on the Renewal of the Financial Service Agreement with Sinochem Finance

Co. Ltd.’ and disclosed the ‘Announcement on the Intended Renewal of the Financial Service

Agreement with Sinochem Finance Co. Ltd.constituting a related-party transaction’ (No. 2024-51) on

Relevant the website www.cninfo.com.cn on November 7 2025. This matter has been approved by the

decision- Company's 2024 Third Extraordinary General Meeting of Shareholders.making On 12 March 2025 the Company held the 10th meeting of the 10th session of the Board of Directors

procedures to review the ‘Proposal on the Expected Related Party Transactions in the Ordinary Course of

Business in 2025’ and disclosed the ‘Announcement on Expected Related-Party Transactions in the

Ordinary Course of Business in 2025’ (No. 2025-11) on the website www.cninfo.com.cn on March 14

2025. This matter has been approved by the Company's 2024 Annual General Meeting of

Shareholders.The Company's aforementioned operational funds transferred are based on actual business needs

Funds Security and the risks to cash security are controllable. The Company has control over the production and

Measures operation decisions and use of funds of its subsidiaries and therefore can ensure the security of the

funds provided to them.ADAMA Ltd.Legal Representative:Ga?l Hili

August 25 2025

206

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