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安道麦B:关于独立董事离任暨补选独立董事的公告(英文版)

ADAMA Ltd.

Announcement on the Resignation of an Independent Director and the Nomination of an Independent Director Candidate

The Company and all members of the Company’s Board of Directors confirm that all information disclosed herein is true, accurate and complete, with no false or misleading statement or material omission.

I. Resignation of the Independent Director

The Board of Directors of ADAMA Ltd. (hereinafter referred to as the “Board” and the “Company”) recently received a resignation letter from Mr. Ge Ming, an independent director of the Company. As his consecutive tenure as an independent director of the Company will soon reach six years, Mr. Ge Ming resigned from his position as an independent director and accordingly from his positions as the chairperson of the Audit Committee and member of the Nomination Committee and the Remuneration and Appraisal Committee of the 10th Session of the Board.

Following his resignation, Mr. Ge Ming will cease to hold any position in the Company and its subsidiaries.

In accordance with the Company Law, the Company’s Articles of Association and other relevant laws and regulations, as the resignation of Mr. Ge Ming will result in the absence of an accounting professional among the independent directors of the Company, his resignation will take effect after a new independent director is elected by the shareholders’ meeting. Mr. Ge Ming has undertaken to continue to perform his duties as an independent director and in the special committees of the Board in accordance with the relevant laws, administrative regulations, and the Company’s Articles of Association until a new independent director is elected and appointed by the shareholders’ meeting.

As of the date of this announcement, Mr. Ge Ming does not hold any Company shares, nor are there any outstanding public commitments that have not been fulfilled, and nothing related to his resignation needs to be brought to the attention of the shareholders or creditors of the Company. Mr. Ge Ming will complete the handover of his duties in accordance with the Company’s Management Policy for the Departure of Board Members and Senior Executives.

The Board highly values and deeply appreciates the significant contribution Mr. Ge Ming made to the development of the Company during his tenure.

II. Nomination of an Independent Director Candidate

The Company held the 27th Meeting of the 10th Session of the Board of Directors on November 9, 2026, at which the Proposal on the Nomination of an Independent Director of the 10th Session of the Board of Directors was reviewed and approved. For details, please refer to the Announcement of Resolutions of the 27th Meeting of the 10th Session of the Board of Directors disclosed by the Company on the same date on cninfo.com.cn (http://www.cninfo.com.cn).

According to the Company Law, Listing Rules of Shenzhen Stock Exchange, Guidelines of Shenzhen Stock Exchange on Self-discipline Supervision of Listed Companies No.1 - Standardized Operation of Main Board Listed Companies, the Company’s Articles of Association and other relevant regulations, and after being reviewed and approved by the Nomination Committee ofthe Board, the Board approved the nomination ofMs. Zhao Ning as a candidate for independent director of the 10th Session of the Board of Directors (please refer to the appendix for her profile), with a term of office starting from the date of approval by the Company’s shareholders’ meeting and expiring on the date when the term of the 10th Session of the Board expires. This matter shall be submitted to the Company’s shareholders’ meeting for approval.

The Board further approved the appointment ofMs. Zhao Ning as the chairperson of the Audit Committee and a member of the Nomination Committee and the Remuneration and Appraisal Committee of the Board, effective from the date of her election as an independent director by the shareholders’ meeting. After the completion of the by-election, the total number of directors concurrently serving as senior executives of the Company and directors serving as employee representatives does not exceed half of the total number of directors of the Board.

Ms. Zhao Ning is an accounting professional and has undertaken to participate in the training for independent directors of listed companies as required by the Shenzhen Stock Exchange and obtain the training certificate after her appointment. The qualifications and independence of the above independent director candidate are subject to review by the Shenzhen Stock Exchange, and may be voted on at the shareholders’ meeting only after the Shenzhen Stock Exchange has raised no objection.

III. Documents for Future Reference

1. Resignation letter;

2. Other documents required by the Shenzhen Stock Exchange.

The Announcement is hereby made.

The Board of Directors of ADAMA Ltd.

November 10, 2026

Appendix: Profile of Ms. Zhao Ning

Ms. Zhao Ning, a PRC citizen born in 1975. She holds a Bachelor’s degree in Economics (majoring in International Finance) from Tianjin University of Finance and Economics. She is qualified as a Certified Public Accountant in China and holds the qualification of the Association of Chartered Certified Accountants (ACCA) of the United Kingdom. She previously served in various positions at Ernst & Young Hua Ming LLP, including Auditor, Manager, Senior Manager and Partner.

As of the date of this announcement, Ms. Zhao Ning does not directly or indirectly hold any of ADAMA’s shares; she does not work in the shareholders holding more than 5% of ADAMA’s shares or the actual controller. Ms. Zhao Ning has no related-party relationship with any shareholders holding more than 5% of ADAMA’s shares, the actual controllers, or other directors and senior executives of the Company.

Ms. Zhao Ning has not been subject to any punishment imposed by the China Securities Regulatory Commission and the Shenzhen Stock Exchange (“SZSE”) and does not fall under any of the circumstances stipulated in Article 3.2.2 of Guidelines of the SZSE on Self-discipline Supervision of Listed Companies No.1 - Standardized Operation of Main Board Listed Companies issued by the SZSE. Ms. Zhao Ning is not a judgement debtor subject to enforcement and meets all the qualifications set under the applicable laws and regulations.

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