Stock Code: 000553(200553) Stock Abbreviation: ADAMA A (B) NO. 2025-42
ADAMA Ltd.Announcement on Expected Related-Party Transactions in the Ordinary
Course of Business in 2026
The Company and all members of its board of directors hereby confirm that all information
disclosed herein is true accurate and complete with no false or misleading statement or
material omission.I. Basic Information on Related Party Transactions in the ordinary course of business
(1) Overview of related-party transactions in the ordinary course of business
The Company expects that the aggregated amount of related party transactions between it
and/or its subsidiaries (together the "Group Companies") and the subsidiaries of
Sinochem Holdings Corporation Ltd. (“Sinochem Holdings” the actual controller of the
Company) in 2026 shall not exceed RMB 3152.93 million.Such aggregated amount consists of (1) expected transactions of the Group Companies for
the purchase of raw materials/products and the receipt of certain services from subsidiaries
controlled by Sinochem Holdings in a total amount that shall not exceed RMB 1844.35
million; and (2) expected transactions of the Group Companies for the sale of products in a
total amount that shall not exceed RMB 1308.58 million to subsidiaries controlled by
Sinochem Holdings. Such transactions hereinafter referred as the "Related-party
transactions".The estimated amount of Related-party transactions of the above type performed by the
Company in 2025 in the ordinary course of business is RMB 2393.18 million (unaudited).These estimations were performed based on the current available data and may change
inter alia as a result of changes to the Group Companies’ business and/or due to market
conditions and the continued alignment and cooperation between the companies of
Syngenta Group Co. Ltd. (“Syngenta Group”) comprising the Company Syngenta AG
and Sinochem Holdings’ agriculture-related activities which will further capitalize on the
value creation and synergy opportunities identified.The related-party transactions matter has been reviewed and approved at the 17th Meeting
of the 10th Session of the Board of Directors of the Company. Among the seven directors
of the Company there were four affirmative votes zero negative votes and zero
abstentions while the three related-party directors (Mr. Qin Hengde Mr. An Liru and Mr.Liu Hongsheng) refrained from voting.The related-party transactions matter shall be further approved by the Shareholders
Meeting. Syngenta Group will refrain from voting.
1(2) The types and amounts of expected related-party transactions in the ordinary course
of business in 2026
RMB’0000
Type of The pricing Contract
related-par Content of principle of amount or
Amount
ty Related party related-party related-par estimated
occurred in
2025
transaction transaction ty amount not totransaction exceed (unaudited)
Syngenta AG and Purchase of raw Market
its subsidiaries materials/products price 134212 95425
Jiangsu Youjia
Plant Protection Purchase of raw Market
Co. Ltd. materials/products price
1959816535
Jiangsu Yangnong Purchase of raw Market
Chemical Co. Ltd. materials/products price 17132 1021
Liaocheng Luxi
Polyol New
Material
Technology Co. Purchase of raw Market
Ltd./ Liaocheng materials/products price
54384555
Luxi Methylamine
Chemical Co. Ltd.Sinochem Agro Purchase of raw Market
Purchasing Co. Ltd. materials/products price 2634 2380
raw Sinochem
materials Petrochemical Purchase of raw Market
and Sales Co. Ltd. materials/products price
18751174
products
from Sinochem Hebei Purchase of raw Market
related Co. Ltd. materials/products price
1254208
parties Bluestar (Beijing)Chemical Purchase of raw Market
Machinery Co. materials/products price 1161 734
Ltd.Sinochem
International Crop Purchase of raw Market
Care (Overseas) materials/products price 799 313
Pte. Ltd.Ningxia Ruitai
Technology Co. Purchase of raw Market
Ltd. materials/products price
637
China Bluestar
Chengrand Purchase of raw Market
Research Institute materials/products price 3 1
Chemical Industry
Sub-total - - 184169 122353
Syngenta AG and
its subsidiaries Selling products
Market
price 112644 84504
Sinofert Holdings
Limited Selling products
Market
price 6406 5878Selling raw
materials Jiangsu Youshi Market
and Chemical Co. Ltd.Selling products price 5000 2277
products to
related Sino MAP Selling products
Market
price 3888 3246
parties Syngenta Nantong
Crop Protection Selling products Market 1670 378
Co.Ltd. price
Sinochem Agro Selling products Market 750 571
2Co. Ltd. price
Sinochem Crop
Protection Products Selling products Market 500 9
Co. Ltd. price
Sub-total - - 130858 96863
Sinochem
Information
Technology Co. IT services
Market
price 113 132
Ltd.Shenyang Shenhua
Institute Testing Field Trials Market
Technology Co. expense price 46 41
Ltd.Taicang Zhonglan
Environmental
Protection Waste disposal fee Market 38 30
Technology price
Service Co. LTD
Beijing Century
Chemsunny Property and
Property maintenance Market 23 -
Management service price
Receiving Co.Ltd.services Shenyang
from Chemical Research Market
related Institute
Technical service price 19 -
parties Co. Ltd.Shenyang
Sinochem
Agrochemicals Regular service
Market
price 13 -
R&D Co. Ltd.Sino MAP Regular service Marketprice 7 3
Sinochem
Zhoushan
Hazardous Market
Chemicals Training expense price 4 1
Emergency Rescue
Base Co. Ltd.Sinochem Shared
Financial Services IT service Market(Shanghai) Co. price 3 2
LTD
Sub-total - - 266 209
(3) Actual related-party transactions in the ordinary course of business performed in the
previous year (2025)
RMB’0000
Percentage of
Type of Content of actually
related-par Related party related-par
Actually Estimated
ty ty occurred amount not
occurred Difference
amount to exceed amount to proportiontransaction transaction transactions of
the same kind
Purchasing Syngenta AG Purchase of 95425 118797 5.79% -19.67%
3raw and its raw
materials subsidiaries materials/pr
and oducts
products
from related Jiangsu Youjia
Purchase of
Plant Protection rawparties Co. Ltd. materials/pr
16535252351.00%-34.48%
oducts
Jiangsu Huaihe Purchase of
Chemical Co. raw
Ltd. materials/pr
6916165000.42%-58.08%
oducts
Liaocheng Luxi
Polyol New
Material
Technology Co. Purchase of
Ltd./ Liaocheng raw
Luxi materials/pr
455537500.28%21.47%
Methylamine oducts
Chemical Co.Ltd.Sinochem Oil Purchase of
(Hainan) Co. rawmaterials/pr 2914 6250 0.18% -53.38%Ltd. oducts
Purchase of
Sinochem Agro raw
Co. Ltd. materials/pr 2380 4253 0.14% -44.04%
oducts
Sinochem Purchase of
Petrochemical raw
Sales materials/pr 1174 1000 0.07% 17.40%
Co. Ltd. oducts
Jiangsu Purchase of
Yangnong raw
Chemical Co. materials/pr 1021 17088 0.06% -94.03%
Ltd. oducts
Bluestar
(Beijing) Purchase of
Chemical rawmaterials/pr 734 1 0.04% 73300.00%Machinery Co.Ltd. oducts
Zhonglan Purchase of
International raw
Chemical Co. materials/pr 454 566 0.03% -19.79%
Ltd. oducts
Sinochem
International Purchase of
Crop Care raw
(Overseas) Pte. materials/pr
313-0.02%-
Ltd. oducts
Purchase of
ELKEM raw
SILICONES materials/pr 233 - 0.01% -
oducts
Purchase of
Sinochem Hebei raw
Co. Ltd. materials/pr 208 902 0.01% -76.94%
oducts
Shandong Purchase of 140 - 0.01% -
4Dacheng raw
Agrochemical materials/pr
Company oducts
Limited
Purchase of
Sinofert raw
Holdings Limited materials/pr 63 125 0.00% -49.60%
oducts
Shenyang Purchase of
Sciencreat raw
Chemicals Co. materials/pr 56 - 0.00% -
Ltd. oducts
Ningxia Ruitai Purchase of
Technology Co. raw
Ltd. materials/pr
71250.00%-94.40%
oducts
Hangzhou
(Torch) Xidou Purchase of
Door Film raw 3 6 0.00% -50.00%
Industry Co. materials/pr
Ltd. oducts
China Bluestar
Chengrand Purchase of
Research raw
Institute materials/pr 1 - 0.00% -
Chemical oducts
Industry
Sinochem Crop Purchase of
Protection raw
Products materials/pr - 3719 0.00% -100.00%
Co. Ltd. oducts
Sinochem Purchase of
Nengke Carbon raw
Assets Operation materials/pr - 1250 0.00% -100.00%
Co. Ltd. oducts
Sub-total - 133132 199567 8.08% -33.29%
Huaxia Hanhua
Chemical Purchase of
Equipment Co. intangible 5 - 0.00% -
LTD assets
Bluestar
Purchasing Engineering Co. Purchase offixed assets - 3375 0.00% -100.00%fixed assets Ltd.from related
parties Bluestar(Beijing)
Chemical Purchase of
Machinery Co. fixed assets
-3130.00%-100.00%
Ltd.Sub-total - 5 3688 0.00% -99.86%
Syngenta AG
and its Sellingproducts 84504 114794 2.88% -26.39%Selling raw subsidiaries
materials Jiangsu Huaihe
and Chemical Co. Selling
products to Ltd. products
8101194880.28%-58.43%
related Sinofert Selling
parties Holdings Limited products 5878 14825 0.20% -60.35%
Sino MAP Sellingproducts 3246 - 0.11% -
5Jiangsu Youshi
Chemical Co. Sellingproducts 2277 5000 0.08% -54.46%Ltd.Syngenta (China)
Investment Selling
Company products 857 - 0.03% -
Limited
Sinochem Agro Selling
Co. Ltd. products 571 420 0.02% 35.95%
Syngenta
Nantong Crop Selling
Protection Co. products 378 - 0.01% -
Ltd.Beijing
Guangyuan Selling
Yinong Chemical products 36 59 0.00% -38.98%
Co. Ltd.Sinochem
Agricultural
Ecological Sellingproducts 19 75 0.00% -74.67%Technology
(Hubei) Co. Ltd.Bluestar
(Beijing)
Chemical Selling 19 - 0.00% -
Machinery Co. products
Ltd.Sinochem Crop
Protection Selling
Products products 9 - 0.00% -
Co. Ltd.Jiangsu Youjia
Plant Protection Selling 7 84 0.00% -91.67%
Co. Ltd. products
Sub-total - 105902 154745 3.61% -31.56%
Sinochem
Information
Technology Co. IT services 132 379 0.01% -65.17%
Ltd.Syngenta AG
and its Regular
subsidiaries service
52630.00%-17.46%
Shenyang
Shenhua Institute
Testing Field Trials 41 - 0.00% -
Receiving Technology Co. expense
services Ltd.from related Taicang
parties Zhonglan
Environmental
Protection Wastedisposal fee 30 - 0.00% -Technology
Service Co.LTD
Syngenta Group
Modern
Agricultural Regular 17 - 0.00% -
Technology Co. service
Ltd.
6Sino MAP Regularservice 3 3 0.00% 0.00%
Sinochem Shared
Financial
Services IT service 2 - 0.00% -
(Shanghai) Co.LTD
Sinochem
Zhoushan
Hazardous
Chemicals Training 1 13 0.00% -92.31%
Emergency service
Rescue Base Co.Ltd.Beijing
Guangyuan Regular
Yinong Chemical service 1 - 0.00% -
Co. Ltd.Sinochem
Insurance Insurance
Brokers (Beijing) service - 500 0.00% -100.00%
Co. Ltd.Sinochem
Fertilizer Regularservice - 26 0.00% -100.00%Co. Ltd.Shenyang
Chemical
Research Technicalservice - 13 0.00% -100.00%Institute
Co. Ltd.Sub-total - 279 997 0.02% -72.02%
Aggregated 239318 358997 - -33.34%
The actual total amount of related transactions in the
An explanation by the board of directors for the ordinary business course in 2025 does not exceed the total
major difference between the actual occurred amount expected but it did not reach 80% of the total
amount of daily related transactions and the amount. The main reason is due to related impacts from the
estimated amount changing market conditions and the actual needs
fluctuation of the Company.The gap between the actual amount and the estimations of
the related party transactions in the course of routine
An explanation by the independent directors for business in 2025 is due to the related impacts from the
the major difference between the actual changing market conditions and the actual needs
occurred amount of daily related transactions fluctuation of the Company. Such gap will neither trigger
and the expected amount any major impact on production and operation nor harmthe interests of the Company and its minority shareholders
as well as will not compromise the independency of the
Company.Notes: 1. Please refer to the announcements on March 14 2025 for the 2025 expected related-party transactions
of the Company (Announcement No. 2025-11).
2. Regarding the Company's actual amount of routine related-party transactions for 2025 the figures for the first
three quarters of 2025 are unaudited. The fourth-quarter 2025 data is based on an assessment and estimation of the
Company's business operations. The actual amount for 2025 shall be subject to the final audited results.II. Introduction to Related Parties and Their Relationships with the Company
1. Syngenta AG a company registered in Switzerland with its registered office at Rosentalstrasse
67 4058 Basel Switzerland with the share capital of CHF 9257814.9 mainly undertakes the
7businesses related to crop protection seeds. The main financial data as of the date June 30
2025 are: operating revenue USD 7936 million total assets USD 33846 million net assets
USD 8111 million net income USD 581 million.Relationship with the Company: It is a legal person controlled by Sinochem Holdings the
actual control holder of the Company. According to item (2) of paragraph 2 of Article 6.3.3 of
the Rules of Shenzhen Stock Exchange for the Listing of Stocks it is a related party of the
Company.Analysis of contract performance capability: Syngenta AG produces and operates normally and
is in good operational and financial conditions and thus has a good contract performance
capability. After searching on the website of disclosure of enforcement information of China it
is not a dishonest party subject to enforcement.
2. Sinofert Holdings Limited (Non-executive Director & Chairman: Su Fu; registered office:
Clarendon House 2 Church Street Hamilton HM11 Bermuda) is a company listed on the
Main Board of the Stock Exchange of Hong Kong (stock code:00297) which has registered
capital of HKD 8316000000 and mainly undertakes the production import and export
distribution and retail of fertilizer raw materials and finished products provision of
technological research and development and services relating to the fertilizer business and
products exploration and exploitation of phosphate mine and production of
monocalcium/dicalcium phosphate (MCP/DCP). The main financial data as of June 30 2025
are: operating revenue of RMB 14714.81 million net profit of RMB 1107.66 million total
assets of RMB 19930.09 million net assets of RMB 11298.43 million. Sinochem Fertilizer
Co. Ltd. and Sinochem Agricultural Ecological Technology (Hubei) Co. Ltd. mentioned in
this announcement are subsidiaries of Sinofert Holdings Limited.Relationship with the Company: It is a legal person controlled by Sinochem Holdings the
actual control holder of the Company. According to item (2) of paragraph 2 of Article 6.3.3 of
the Rules of Shenzhen Stock Exchange for the Listing of Stocks it is a related party of the
Company.Analysis of contract performance capability: To the best knowledge of the Company Sinofert
Holdings Limited produces and operates normally and is in good operational and financial
conditions and thus has a good contract performance capability. After searching on the website
of disclosure of enforcement information of China it is not a dishonest party subject to
enforcement.
3. Sinochem Energy Co. Ltd. (legal representative: Hu Xuteng; registered address: No.319
Xiong’an Street Qibu District Xiong’an New Area Hebei) has registered capital of RMB
18888.88 million and mainly undertakes the operation of the petroleum and petrochemical
industry. The main financial data as of September 30 2025 are: operating revenue of RMB
307360.34 million net profit of RMB -494.77 million total assets of RMB 114849.67 million
net assets of RMB 40793.62 million. Sinochem Oil (Hainan) Co. Ltd. Sinochem Nengke
Carbon Assets Operation Co. Ltd. Sinochem Petrochemical Sales Co. Ltd. and Sinochem
Zhoushan Hazardous Chemicals Emergency Rescue Base Co. Ltd. mentioned in this
announcement are subsidiaries of Sinochem Energy Co. Ltd.Relationship with the Company: It is a legal person controlled by Sinochem Holdings the
actual control holder of the Company. According to item (2) of paragraph 2 of Article 6.3.3 of
the Rules of Shenzhen Stock Exchange for the Listing of Stocks it is a related party of the
Company.
8Analysis of performance capability: To the best knowledge of the Company Sinochem Energy
Co. Ltd. produces and operates normally and thus has a performance capability. After
searching on the website of disclosure of enforcement information of China it is not a
dishonest party subject to enforcement.
4. Sinochem Hebei Co. Ltd. (legal representative: Ren Jianpo; registered address: Sinochem
Building No. 707 Lianmeng Road Shijiazhuang) has registered capital of RMB 475072687
and mainly undertakes the businesses related to research and development production and
marketing of fine chemical products. The main financial data as of September 30 2025 are:
operating revenue of RMB 1714.28 million net profit of RMB 9.67million total assets of
RMB 1045.88 million net assets of RMB 462.57 million.Relationship with the Company: It is a legal person controlled by Sinochem Holdings the
actual control holder of the Company. According to item (2) of paragraph 2 of Article 6.3.3 of
the Rules of Shenzhen Stock Exchange for the Listing of Stocks it is a related party of the
Company.Analysis of performance capability: To the best knowledge of the Company Sinochem Hebei
Co. Ltd. produces and operates normally and is in good operational and financial conditions
and thus has a good performance capability. After searching on the website of disclosure of
enforcement information of China it is not a dishonest party subject to enforcement.
5. Jiangsu Yangnong Chemical Co. Ltd. (legal representative: Wu Xiaoju; registered address: No.
203-4 Kaifa West Road Yangzhou) has registered capital of RMB 405398884 and mainly
undertakes the manufacture of agrochemicals and fine chemicals. The main financial data as of
September 30 2025 are: operating revenue of RMB 9156.30 million net profit of RMB
1055.80 million total assets of RMB18619.36 million net assets of RMB 11277.46 million.
Jiangsu Youjia Jiangsu Youshi Sinochem Agro Co. Ltd. Sinochem Crop Protection Products
Co. Ltd. Sinochem International Crop Care (Overseas) Pte. Ltd. Shenyang Sciencreat
Chemicals Co. Ltd. and Shenyang Sinochem Agrochemicals R&D Co. Ltd. mentioned in this
announcement as expected related parties are subsidiaries of Jiangsu Yangnong Chemical Co.Ltd.Relationship with the Company: It is a legal person controlled by Sinochem Holdings the
actual control holder of the Company. According to item (2) of paragraph 2 of Article 6.3.3 of
the Rules of Shenzhen Stock Exchange for the Listing of Stocks it is a related party of the
Company.Analysis of contract performance capability: To the best knowledge of the Company Jiangsu
Yangnong Chemical Co. Ltd. produces and operates normally and is in good operational and
financial conditions and thus has a good contract performance capability. After searching on
the website of disclosure of enforcement information of China it is not a dishonest party
subject to enforcement.
6. Luxi Chemical Group Co. Ltd. (listed on the Main Board of ShenZhen Stock Exchange legal
representative: Wang Yanji; registered address:the headquarters of Luxi Chemical in Liaocheng
High-tech Industrial Development Zone) has registered capital of RMB 1904319011 and
mainly undertakes new chemical materials basic chemicals fertilizer products and other
businesses. The main financial data as of September 30 2025 are: operating revenue of RMB
21918.06 million net profit of RMB 1019.05 million total assets of RMB 35974.52 million
net assets of RMB 19184.70 million. Liaocheng Luxi Polyol New Material Technology Co.Ltd. and Liaocheng Luxi Methylamine Chemical Co. Ltd. mentioned in this announcement as
expected related parties are subsidiaries of Luxi Chemical Group Co.Ltd.
9Relationship with the Company: It is a legal person controlled by Sinochem Holdings the
actual control holder of the Company. According to item (2) of paragraph 2 of Article 6.3.3 of
the Rules of Shenzhen Stock Exchange for the Listing of Stocks it is a related party of the
Company.Analysis of contract performance capability: To the best knowledge of the Company Luxi
Chemical Group Co. Ltd. produces and operates normally and is in good operational and
financial conditions and thus has a good contract performance capability. After searching on
the website of disclosure of enforcement information of China it is not a dishonest party
subject to enforcement.
7. Sinochem Information Technology Co. Ltd. (legal representative: Zhao Yang; registered
address: Room 703 Floor 7 No.28 Fuxingmennei Street Xicheng District Beijing) has
registered capital of RMB 50 million and mainly undertakes the businesses related to software
development technical service technical development technical consultation information
system integration service and computer system services. The main financial data as of the date
September 30 2025 are: operating revenue of RMB 533.18 million net profit of RMB 3.23
million total assets of RMB 327.84 million net assets of RMB 81.60 million.Relationship with the Company: It is a legal person controlled by Sinochem Holdings the
actual control holder of the Company. According to item (2) of paragraph 2 of Article 6.3.3 of
the Rules of Shenzhen Stock Exchange for the Listing of Stocks it is a related party of the
Company.Analysis of contract performance capability: To the best knowledge of the Company Sinochem
Information Technology Co. Ltd. operates normally and is in good operational and financial
conditions and thus has a good contract performance capability. After searching on the website
of disclosure of enforcement information of China it is not a dishonest party subject to
enforcement.
8. Sinochem Agriculture Co. Ltd. (legal representative: Tang Kepan; registered address: Room
818 No. 28 Fuxingmennei street Xicheng district Beijing) has registered capital of RMB
4000 million and mainly undertakes sales of agricultural production materials; grain purchases;
services for agriculture; technology development and technology consultation on soil
improvement and restoration etc. The main financial data as of December 31 2024 are:
operating revenue of RMB 22111.51 million net profit of RMB 271.87 million total assets of
RMB 10045.18 million net assets of RMB 875.75 million.Relationship with the Company: It is a legal person controlled by Sinochem Holdings the
actual control holder of the Company. According to item (2) of paragraph 2 of Article 6.3.3 of
the Rules of Shenzhen Stock Exchange for the Listing of Stocks it is a related party of the
Company.Analysis of contract performance capability: To the best knowledge of the Company Sinochem
Agriculture Co. Ltd. produces and operates normally and is in good operational and financial
conditions and thus has a good contract performance capability. After searching on the website
of disclosure of enforcement information of China it is not a dishonest party subject to
enforcement.
9. Shenyang Chemical Research Institute Co. Ltd. (Legal Representative: Xu Weichang;
registered address: No.8 Shenliao East Road Tiexi District Shenyang) has registered capital of
RMB 1426333532 and mainly undertakes research and industrialization projects include new
industrial chemicals eco-friendly agriculture industrial biochemicals chemical testing and
10evaluation chemical reaction risk assessment and waste product hazard determination. The
main financial data as of September 30 2025 are: operating revenue of RMB 249.88 million
net profit of RMB -82.20 million total assets of RMB 2094.56 million net assets of RMB
1625.79 million. Shenyang Shenhua Institute Testing Technology Co. Ltd. mentioned in this
announcement as expected related party is the subsidiary of Shenyang Chemical Research
Institute Co. Ltd.Relationship with the Company: It is a legal person controlled by Sinochem Holdings the
actual control holder of the Company. According to item (2) of paragraph 2 of Article 6.3.3 of
the Rules of Shenzhen Stock Exchange for the Listing of Stocks it is a related party of the
Company.Analysis of contract performance capability: To the best knowledge of the Company Shenyang
Chemical Research Institute Co. Ltd. operates normally and is in good operational and
financial conditions and thus has a good contract performance capability. After searching on
the website of disclosure of enforcement information of China it is not a dishonest party
subject to enforcement.
10. Beijing Guangyuan Yinong Chemical Co. Ltd. (legal representative: Han Chunhua; registered
address: Room 101 Floor 3 Building 24 Courtyard 3 Gaolizhang Road Haidian District
Beijing) has registered capital of RMB 10.5 million and mainly engages in the research and
development production sales of agricultural adjuvants and related technical services. The
main financial data as of the date September 30 2025 are: operating revenue of RMB 29.25
million net profit of RMB 3.90 million total assets of RMB 56.23 million net assets of RMB
52 million.
Relationship with the Company: It is a legal person controlled by Sinochem Holdings the
actual control holder of the Company. According to item (2) of paragraph 2 of Article 6.3.3 of
the Rules of Shenzhen Stock Exchange for the Listing of Stocks it is a related party of the
Company.Analysis of contract performance capability: To the best knowledge of the Company Beijing
Guangyuan Yinong Chemical Co. Ltd. operates normally and is in good operational and
financial conditions and thus has a good contract performance capability. After searching on
the website of disclosure of enforcement information of China it is not a dishonest party
subject to enforcement.
11. Syngenta Nantong Crop Protection Co.Ltd. (legal representative: Jiang Huiming; registered
address: No. 1 Central Road Economic and Technological Development Zone Nantong City
Jiangsu Province) has registered capital of RMB 598761873 and mainly engages in the
production formulation processing and repackaging of pesticides. The main financial data as of
the date December 31 2024 are: operating revenue of RMB 3414.12 million net profit of
RMB -51.44 million total assets of RMB 3532.09 million net assets of RMB 1282.56
million.Relationship with the Company: It is a legal person controlled by Sinochem Holdings the
actual control holder of the Company. According to item (2) of paragraph 2 of Article 6.3.3 of
the Rules of Shenzhen Stock Exchange for the Listing of Stocks it is a related party of the
Company.Analysis of contract performance capability: To the best knowledge of the Company Syngenta
Nantong Crop Protection Co.Ltd. operates normally and is in good operational and financial
conditions and thus has a good contract performance capability. After searching on the website
11of disclosure of enforcement information of China it is not a dishonest party subject to
enforcement.
12. China National Bluestar (Group) Co. Ltd. (legal representative: Li Bo; registered address: No.9
Beitucheng West Road Chaoyang District Beijing) has registered capital of RMB
15365589192 and mainly involved in the fields of new chemical materials animal nutrition
and engineering services. The main financial data as of the date September 30 2025 are:
operating revenue of RMB 40779.87 million net profit of RMB 333.51 million total assets of
RMB 81503.65 million net assets of RMB 22100.35 million. Bluestar (Beijing) Chemical
Machinery Co. Ltd. Bluestar Engineering Co. Ltd. Zhonglan International Chemical Co. Ltd.Hangzhou (Torch) Xidou Door Film Industry Co. Ltd. and China Bluestar Chengrand
Research Institute Chemical Industry mentioned in this announcement as expected related
parties are subsidiaries of China National Bluestar (Group) Co. Ltd.Relationship with the Company: It is a legal person controlled by Sinochem Holdings the
actual control holder of the Company. According to item (2) of paragraph 2 of Article 6.3.3 of
the Rules of Shenzhen Stock Exchange for the Listing of Stocks it is a related party of the
Company.Analysis of contract performance capability: To the best knowledge of the Company China
National Bluestar (Group) Co. Ltd. operates normally and thus has a contract performance
capability. After searching on the website of disclosure of enforcement information of China it
is not a dishonest party subject to enforcement.
13. Ningxia Ruitai Technology Co. Ltd. (legal representative: Tang Qingshan; registered address:
Zhongwei Industrial Park Fine Chemical Industry Zone) has registered capital of RMB
566354361 and mainly undertakes the businesses related to the manufacture of chemical raw
materials and chemical products. The main financial data as of the date September 30 2025 are:
operating revenue of RMB 1767.13 million net profit of RMB -19.01 million total assets of
RMB 3096.68 million net assets of RMB 1765.32 million.Relationship with the Company: It is a legal person controlled by Sinochem Holdings the
actual control holder of the Company. According to item (2) of paragraph 2 of Article 6.3.3 of
the Rules of Shenzhen Stock Exchange for the Listing of Stocks it is a related party of the
Company.Analysis of contract performance capability: To the best knowledge of the Company Ningxia
Ruitai Technology Co. Ltd. operates normally and thus has a contract performance capability.After searching on the website of disclosure of enforcement information of China it is not a
dishonest party subject to enforcement.
14. Beijing Century Chemsunny Property Management Co.Ltd. (legal representative: Li Yulong;
registered address: B1 Floor No. 28 Fuxingmen Inner Street Xicheng District Beijing) has
registered capital of RMB 100 million and mainly engages in property management and
operation services. The main financial data as of the date September 30 2025 are: operating
revenue of RMB 3141.52 million net profit of RMB 280.54 million total assets of RMB
6476.69 million net assets of RMB 2009.70 million.
Relationship with the Company: It is a legal person controlled by Sinochem Holdings the
actual control holder of the Company. According to item (2) of paragraph 2 of Article 6.3.3 of
the Rules of Shenzhen Stock Exchange for the Listing of Stocks it is a related party of the
Company.
12Analysis of contract performance capability: To the best knowledge of the Company Beijing
Century Chemsunny Property Management Co.Ltd. operates normally and thus has a contract
performance capability. After searching on the website of disclosure of enforcement
information of China it is not a dishonest party subject to enforcement.
15. Sinochem Shared Financial Services (Shanghai) Co. Ltd. (legal representative: Zhang Jianfeng;
registered address: Room 208-022 2/F Building 1 No. 666 Tongji Road Baoshan District
Shanghai) has registered capital of RMB 125 million and mainly undertakes the businesses
covering bookkeeping agency and financial services. The main financial data as of the date
September 30 2025 are: operating revenue of RMB 28.53 million net profit of RMB 370000
total assets of RMB 157.60 million net assets of RMB 130.79 million.Relationship with the Company: It is a legal person controlled by Sinochem Holdings the
actual control holder of the Company. According to item (2) of paragraph 2 of Article 6.3.3 of
the Rules of Shenzhen Stock Exchange for the Listing of Stocks it is a related party of the
Company.Analysis of contract performance capability: To the best knowledge of the Company Sinochem
Shared Financial Services (Shanghai) Co. Ltd. operates normally and thus has a contract
performance capability. After searching on the website of disclosure of enforcement
information of China it is not a dishonest party subject to enforcement.
16. Taicang Zhonglan Environmental Protection Technology Service Co. Ltd. (legal representative:
Sun Jiabo; registered address: No. 18 Binjiang South Road Petrochemical Zone Taicang Port
Economic & Technological Development Zone) has registered capital of RMB 98.78 million.The company’s core business scope covers hazardous waste disposal technology development
and consulting services. The main financial data as of the date September 30 2025 are:
operating revenue of RMB 44.42 million net profit of RMB -15.28 million total assets of
RMB 143.78 million net assets of RMB -18.62 million.Relationship with the Company: It is a legal person controlled by Sinochem Holdings the
actual control holder of the Company. According to item (2) of paragraph 2 of Article 6.3.3 of
the Rules of Shenzhen Stock Exchange for the Listing of Stocks it is a related party of the
Company.Analysis of contract performance capability: To the best knowledge of the Company Taicang
Zhonglan Environmental Protection Technology Service Co. Ltd. operates normally and thus
has a contract performance capability. After searching on the website of disclosure of
enforcement information of China it is not a dishonest party subject to enforcement.III. Main Content of Related-Party Transactions
1. Main content
(1) All related-party transactions between the Group Companies and the relevant
related parties should be carried out based on market terms and according to the
principles of voluntariness equality mutual benefit justice and fairness and
without prejudice to the interests of the Company.
(2) If there is any available state fixed price then the state fixed price shall prevail; if
the state fixed price is inapplicable or not applicable any more then the market
price shall prevail; if the market price is inapplicable or not applicable any more
then both parties shall determine the exact and fair pricing standards they believe
to be based on relevant data.
132. Signing of transaction agreement
The Group Companies will conclude contracts with the relevant related parties
according to their production and operation requirements and their ordinary course
business practices.IV. Purpose of Related-Party Transaction and its Impact on the Company
These related-party transactions are necessary for the daily business operation of the Group
Companies. They mainly aim to capitalize on the Group Companies’ unique positioning
and profile including as part of the Syngenta Group achieve cost savings increase the
Company’s sales and market share and to drive its profitable growth. Based on the
understanding of the related-parties’ business performance credit status and performance
capability the Group Companies have selected them to conduct transactions in the
ordinary course of business. The related-party transaction activities follow the principle of
fairness and justice they will not adversely affect the Company and its non-related party
shareholders. The Board of Directors of the Company holds that the related-party
transactions benefit the continuity and stability of the Company’s business operations and
has a positive impact on the normal operations of the Company. Those transactions will not
impact the independence of the Company.V. Independent Directors’ Prior Approval
The Company’s Specialized Meeting of Independent Directors approved the related party
transactions and the independent directors have given approval opinions: The Group's
related-party transactions performed in the ordinary course of business are mainly to
purchase or sell goods materials and services from/to the related parties based on the
principles of justice and fairness and the pricing standards consistent with those of
non-related parties in order to capitalize on the Group’s unique positioning and profile
including as part of the Syngenta Group achieve cost savings increase the Company’s
sales and market share and to drive its profitable growth. All such transactions shall
conform to relevant national laws and regulations as applicable and market-oriented
principles and shall not influence the independence of the Company or damage the
interests of the Group Companies and their other shareholders. The decision-making
procedures for these related party transactions shall conform to the Company Law of the
People’s Republic of China the Rules of Shenzhen Stock Exchange for the Listing of Stocks
the Articles of Association and other laws and regulations. All the independent directors
agree on this proposal and submit it to the Board for deliberation.VI. Documents for Future Reference
1. The resolutions made at the 17th Meeting of the 10th Session of the Board of Directors
of the Company;
2. The resolutions of the Specialized Meeting of Independent Directors.
The Board of Directors of ADAMA Ltd.December 23 2025
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