ADAMALtd.Implementation Rules for the Nomination Committee of the

Board of Directors

Chapter I General Provisions

Article 1 In order to regulate the decision-making procedures and the nomination of

the board members and executives optimize the composition of the Board of

Directors and the executives and further improve the corporate governance ADAMA

Ltd. (hereinafter referred to as “the Company”) establishes the Nomination

Committee of the Board of Directors and formulates these Rules according to the

Company Law of the People's Republic of China the Code of Governance for Listed

Companies the Articles of Association of ADAMA Ltd. (hereinafter abbreviated as

“the Articles of Associations”) and other relevant regulations.Article 2 As a dedicated working body of the Board of Directors the Nomination

Committee is mainly responsible for making proposals to the Board of Directors on

the candidates selection criteria and procedures for the members of the Board of

Directors as well as the executives of the Company.Article 3 The executives referred to in these Rules include the President and Chief

Executive Officer the Chief Financial Officer and the Board Secretary.Chapter II Organizational Composition

Article 4 The Nomination Committee consists of four directors including three

independent directors.Article 5 The members of the Nomination Committee should be nominated by either

the Chairman of the Board one-half and above of the independent directors or

one-third and above of all directors and elected by the Board of Directors.Article 6 The Nomination Committee should appoint an independent director as its

1chairperson as the convener who should preside over the work of the Committee.

The chairperson should be elected by the Board of Directors.Article 7 The office term of the Nomination Committee should be the same as that of

the Board. When the office term of any member expires one can succeed oneself if

being re-elected consecutively. If any member ceases to be a director during the term

he/she should automatically lose his/her membership and the Committee should make

up the number of members in accordance with above-mentioned provisions from

Articles 4 to 6.Article 8 The HR Department of the Company provides professional support and the

Department of Securities and Legal Affairs provides comprehensive services to the

Nomination Committee and is responsible for its daily liaison and meeting

organization.Chapter III Responsibilities and Authorities

Article 9 The Nomination Committee is responsible for formulating the criteria and

procedures for the selection of directors and executives selecting and reviewing the

candidates and their qualifications and making recommendations to the Board of

Directors on the following matters

(1) Nomination or removal of directors;

(2) Appointment or dismissal of executives;

(3) Other matters stipulated by laws administrative regulations CSRC and the

Articles of Association as well as other duties and rights granted by the Board of

Directors of the Company.Article 10 The Nomination Committee should review the qualifications of the

nominees for independent directors of the Company and give a clear review opinion.Article 11 The Nomination Committee should be responsible to the Board of

Directors and the proposals of the Committee should be submitted to the Board of

Directors for deliberation and decision-making.Chapter IV Decision-making Procedures

2Article 12 In accordance with the relevant laws and regulations and the Articles of

Associations the Nomination Committee should study the conditions procedures and

term of office for the selection and appointment of directors and executives in the

light of the actual situation of the Company and then form resolutions and submit

them to the Board of Directors for consideration.Article 13 Procedures for the selection and appointment of directors and executives

are as follows

(1) To extensively identify candidates for directors and executives within the

Company and in the talent market while considering the actual business development

and the demand for directors and executives.

(2) To comprehensively examine the quality competency work experience and

performance as well as the integrity of the candidates.

(3) To obtain the consent of the nominee to the nomination otherwise he or she

cannot be included into candidates of directors or an executives.

(4) To convene the Nomination Committee meetings and conduct candidate reference

checks.

(5) To propose to the Board of Directors the candidates for directors and the

executives in accordance with the management authority of critical positions.

(6) To carry out other work related to the appointment in accordance with the

resolutions of and feedback from the Board of Directors.Chapter V Rules of Procedures

Article 14 The Nomination Committee should convene meetings according to its

needs of work. In principle it should notify all members three days before convening

meetings. The chairperson of the Committee should preside over the meetings and

may delegate another independent director to host in his/her place if one cannot attend.The aforementioned notice requirement can be waived by unanimous agreement of all

members.Article 15 The meeting of the Nomination Committee should be held with the

presence of at least two-thirds of the members. Each member should have one vote

and any resolution should be made by the meeting only if a majority of members vote

to approve.

3Article 16 Members of the Nomination Committee should attend the meetings in

person and express clear opinions on the matters under consideration. Any member

who is unable to attend any meeting in person for any reason may submit a power of

attorney signed by oneself to entrust other members to attend the meeting and express

opinions on one’s behalf. The power of attorney should specify the scope and duration

of the authorization. Each member of the Committee should accept the authorization

from at most one member of the Committee. Any independent director member of the

Committee who is unable to attend the meeting in person for any reason should

delegate other independent director members to attend the meeting on his or her

behalf.Article 17 On the conditions that the members of the Nomination Committee fully

express their opinions Nomination Committee meetings can be held by

telecommunication means including video conference conference calls e-mails or

written resolution with decisions being made and signed by committee members.Article 18 Other directors of the Board and executives may be invited to attend the

meetings of the Nomination Committee when necessary.Article 19 The procedures and manner for convening the meetings of the Nomination

Committee and the motions adopted at the meetings should be in compliance with the

provisions of relevant laws and regulations the Articles of Associations and these

Rules.Article 20 The meetings of the Nomination Committee should have meeting minutes

with signatures of all the attending members. The minutes should be kept by the

Department of Securities and Legal Affairs of the Company.Article 21 The proposals and voting results adopted at the meetings of the Nomination

Committee should be presented to the Board of Directors in written form.Article 22 All members present at any meeting should be obliged to keep the matters

deliberated at the meeting confidential and should not disclose relevant information of

4the Company before its public disclosure.

Chapter VI Supplementary Provisions

Article 23 When the provisions of the relevant laws regulations rules and other

normative documents on which these Rules are based are amended the corresponding

provisions hereby should be repealed at the same time and the amended provisions of

the relevant laws regulations and other normative documents should prevail.Article 24 These Rules should be formulated amended and interpreted by the Board

of Directors.Article 25 These Rules should come into effect on the date of deliberation and

approval by the Board of Directors.ADAMALtd.October 28th 2025

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