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安道麦B:2025年度非经营性资金占用及其他关联资金往来情况的专项说明(英文版)

深圳证券交易所 03-28 00:00 查看全文

ADAMA Ltd.Special Report on Summary Statement of Non-operating Fund

Occupation and Other Related Fund Transactions

For the year ended December 31 2025Note: The Special Report on Summary Statement of Non-operating Fund Occupation and Other Related

Fund Transactions for the year ended December 31 2025 will be issued in Chinese. This special report is

English translation prepared for the Company's management review purpose only and cannot be provided

to third parties for other purpose. If there is any conflict between the Chinese and English version the

Chinese version shall prevail.Special Report on Summary Statement of Non-operating Fund Occupation

and Other Related Fund Transactions

For the year ended December 31 2025 of

ADAMA Ltd.KPMG Huazhen Zhuan Zi No. 2601670

To the Board of Directors of ADAMA Ltd.:

We are engaged to audit the financial statements of ADAMA Ltd. (hereinafter referred to as

"ADAMA") which comprise consolidated and the Company's balance sheets as at 31 December 2025

and consolidated and the Company's income statements consolidated and the Company's statements

of changes in shareholders' equity and consolidated and the Company's cash flow statements and

notes to the relevant financial statements for the year then ended and have issued the auditor's report

with unqualified opinion on March 26 2026.ADAMA has prepared the accompanying Summary Statement of Non-operating Fund

Occupation and Other Related Fund Transactions for the year ended December 31 2025 (hereinafter

referred to as the "Summary Statement") in accordance with the Guidelines No. 8 on Supervision of

Listed Companies – Regulatory Requirements for Funds Transactions and External Guarantees of

Listed Companies (CSRC Announcement [2022] No. 26) jointly issued by the China Securities

Regulatory Commission the Ministry of Public Security of the People’s Republic of China the State-

owned Assets Supervision and Administration Commission of the State Council and the National

Financial Regulatory Administration and the Self-Regulatory Guidelines for Listed Companies of the

Shenzhen Stock Exchange No. 1 – Business Handling.The preparation and disclosure of the Summary Statement as well as ensuring its authenticity

legality and completeness are the responsibility of the management of ADAMA. On a sampling

basis we compared the amounts of the items set out in the Summary Statement with the relevant

information in the accounting records provided by ADAMA and the audited financial statements and

found no inconsistencies in all material respects.In order to better understand ADAMA’s use of funds for non-operating purpose and other

related fund transactions in 2025 the Summary Statement should be read in conjunction with the

audited financial statements.This report is solely for use by ADAMA for the purpose of its disclosure of 2025 annual report

and may not be used for any other purpose without the prior written consent of our firm.KPMG Huazhen CPA LLP Chinese Certified Public Accountant

Beijing China Wang Jia

Chinese Certified Public Accountant

Wang Shan

March 26 2026

- 1 -ADAMA Ltd.Summary Statement of Non-operating Fund Occupation and Other Related Fund Transactions

for the Year of 2025 of ADAMA Ltd.Unit: RMB’000

Addition Interest arising

Non-operating fund Opening Closing

occupation and Relation between

amount in 2025 from the principle Nature of the

Name of Related Party Related Party and the Name of

Balance of (exclude interest balance of amount The repayment Balance of Reason of the fund

corresponding balances Amount DueListed Company Account from related arising from the due from related

amount in Amount Due fund occupation occupation/trans

due from related parties party principle parties in 2025

2025 from related /transactions actions

balance) (If applicable) party

Controlling Shareholder

Ultimate Controller and its - - - - - - - - - -

affiliated entities

sub-total - - - - - - - - - -

Former Controlling

Shareholder Ultimate

Controller and its - - - - - - - - - -

affiliated entities

sub-total - - - - - - - - - -

Other related parties and - - - - - - - - - -

its affiliated entities

sub-total - - - - - - - - - -

Total - - - - - - - - - -

- 2 -ADAMA Ltd.Summary Statement of Non-operating Fund Occupation and Other Related Fund Transactions

for the Year of 2025 of ADAMA Ltd. – (cont’d)

Unit: RMB’000

Other fund Opening Addition amount in Interest arising from

transactions and Relation between Related Party Name of Balance of 2025 (exclude the principle balance Closing Balance of

Nature of the

corresponding Name of Related Party and the Listed Company Account Amount Due interest arising of amount due from

The repayment Reason of the fund fund

balances due from from related from the principle related parties in 2025 amount in 2025

Amount Due from

related party occupation /transactions occupation/tr

related parties party balance) (If applicable) ansactions

Sinochem Finance Corporation Under the common control of the Cash at bankultimate controlling party and on hand 627434 373248 6727 94540 912869 Deposit Operational

Syngenta AG and its subsidiaries Under the common control of the Accounts Sale of goods/ Serviceultimate controlling party receivables 235969 899348 - 924105 211212 rendered Operational

Bluestar Engineering Co. Ltd. Under the common control of the Prepayment for goodsultimate controlling party Prepayments - 75 - - 75 and services Operational

Bluestar (Beijing) Chemical Machinery Under the common control of the Accounts

Co. Ltd. ultimate controlling party receivables - 188 - 188 -

Sale of goods/ Service

rendered Operational

Bluestar (Beijing) Chemical Machinery Under the common control of the Prepayment for goods

Co. Ltd. ultimate controlling party Prepayments - 9 - - 9 and services Operational

Jiangsu Huaihe Chemical Co.Ltd. Under the common control of the Accounts Sale of goods/ Serviceultimate controlling party receivables 3048 91538 - 91245 3341 rendered Operational

Controlling Zhonglan International Chemical Co. Ltd

Under the common control of the Prepayment for goods

ultimate controlling party Prepayments 612 4515 - 5127 - and services Operational

Shareholder

Sinofert Under the common control of the Accounts Sale of goods/ ServiceUltimate Controller ultimate controlling party receivables 1641 62122 - 63763 - rendered Operational

and its affiliated Shenyang Shenhua Institute Testing Under the common control of the Prepayment for goods

entities Technology Co. Ltd. ultimate controlling party

Prepayments 4 28 - 32 - and services Operational

MAP (Sinochem Agriculture Holdings Under the common control of the Accounts - 31980 - 31573 407 Sale of goods/ ServiceLtd) ultimate controlling party receivables rendered Operational

Liaocheng Luxi Polyol New Material Under the common control of the Prepayment for goods

Technology Co. Ltd. ultimate controlling party Prepayments - 48632 - 47613 1019 and services Operational

Sinochem Hebei Co. Ltd. Under the common control of the Prepayments - 1572 - 1046 526 Prepayment for goodsultimate controlling party and services Operational

Ningxia Ruitai Technology Co. Ltd. Under the common control of the

ultimate controlling party Prepayments 1 241 - 242 -

Prepayment for goods

and services Operational

Beijing Guangyuan Yinong Chemical Co. Under the common control of the Accounts - 410 - 410 - Sale of goods/ ServiceLTD ultimate controlling party receivables rendered Operational

Jiangsu Yangnong Chemical Co. LTD . Under the common control of the Accounts Sale of goods/ Service

and its subsidiaries ultimate controlling party receivables 2435 31630 - 34065 - rendered Operational

Sub-total 871144 1545536 6727 1293949 1129458

- 3 -ADAMA Ltd.Summary Statement of Non-operating Fund Occupation and Other Related Fund Transactions

for the Year of 2025 of ADAMA Ltd. – (cont’d)

Unit: RMB’000

ADAMA (Beijing) Agricultural

Solutions Ltd. Subsidiaries of the Company

Accounts Sale of goods/ Service

receivables 3996 28106 - 31068 1034 rendered Operational

ADAMA CELSIUS B V Subsidiaries of the Company Accounts 1097571 1120022 - 655959 1561634 Sale of goods/ ServiceCURACAO BRANCH receivables rendered Operational

Jiangsu Anpon International Accounts Sale of goods/ Service

Trading Co.Ltd. Subsidiaries of the Company receivables 707 26 - - 733 rendered Operational

ADAMA ANDINA B V Accounts Sale of goods/ Service

Subsidiaries of the Company SUCURSAL COLOMBIA

Subsidiaries of the Company receivables - 11 - 11 - rendered Operational

and their affiliates ADAMA MAKHTESHIM LTD Subsidiaries of the Company Accountsreceivables - 6 - 6 -

Sale of goods/ Service

rendered Operational

ADAMA Anpon (Jiangsu) Ltd. Subsidiaries of the Company Other receivables 24393 - - 284 24109 Collection and paymentof service fees Operational

Non-current

assets due within

ADAMA Anpon (Jiangsu) Ltd. Subsidiaries of the Company one year & Other 70000 50000 1565 71565 50000 Borrowings to Non-

non-current subsidiaries Operational

assets

Jiangsu Huifeng Agrochemical Minority shareholder and its Accounts Sale of goods/ Service

Co. Ltd. and its subsidiaries subsidiaries receivables 8163 29449 - 32411 5201 rendered Operational

Other related parties and its Jiangsu Huifeng Agrochemical Minority shareholder and its

affiliated entities Co. Ltd. and its subsidiaries subsidiaries Prepayments 547 19069 - 19616 -

Prepayment for goods

and services Operational

Innovaroma SA Joint ventures Accounts 13198 106116 - 104251 15063 Sale of goods/ Servicereceivables rendered Operational

Total 2089719 2898341 8292 2209120 2787232

This Statement has been signed by the followings on 26 March 2026:

Legal representative Chief of accounting work Chief of accounting organ

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