Stock Code: 000553(200553) Stock Abbreviation: ADAMA A(B) Announcement No.2023-4
ADAMALtd.
Announcement of Resolutions of the 18th
Meeting of the 9th Session of the Board of Directors
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.
The 18th Meeting of the 9th Session of the Board of Directors of ADAMA Ltd.
(hereinafter referred to as the “Company”) was held via video and on-site conference
on February 15, 2023 following notifications sent to all the directors by email of
February 9, 2023. Among them, Mr. Erik Fyrwald, the chairman of the Board of
Directors,wasunabletoattendthemeetinginpersonduetoworkreasons, andentrusted
Mr. Chen Lichtenstein, the director, to attend and exercise voting rights on his behalf.
The meeting complies with all relevant laws and regulations as well as the Articles of
Association of the Company. The following resolutions were deliberated and adopted:
1. Proposal on the Matters Relating to the Company’s Chief Financial Officer
On February 15, 2023, the Board received notice from Mr. Shahar Florentz informing
the Company of his resignation as the Chief Financial Officer due to personal reasons.
Mr. Shahar Florentz’s resignation came into effect upon the receiving of the above
notice by the Board. Following his resignation, Mr. Shahar Florentz will cease to hold
any position in the Company and its wholly-owned subsidiary, ADAMAAgricultural
Solutions Ltd. ("Solutions”). The Board thanks Mr. Shahar Florentz for his service.The
Board hereby approves, the arrangement between Solutions and Mr. Shahar Florentz,
regarding Mr. Shahar Florentz’s resignation from his positions in Solutions and the
Company, as detailed to the Board.
The Board approved the appointment of Ms. Efrat Nagar as the Company’s Chief
Financial Officer and her remuneration. For details, please refer to the Announcement
on the Change of the Chief Financial Officer(Announcement No.2023-5).
This proposal was passed with 5 affirmative votes, 0 negative votes and 0 abstentions.
2. Proposal on Credit Facilities from the Related Party
In order to expand and efficiently utilize the funding sources of the Company and its
subsidiaries and make full use of the credit facilities, the Company's wholly-owned
subsidiary Solutions (directly, or through one or more of its subsidiaries), intends to
apply for new credit facilities not exceeding USD 250 million from anyof the overseas
subsidiaries of Syngenta Group Co., Ltd., in order to support the production, operation
and development of the company.The transaction constitutes a related party transaction.
For details, please refer to the Announcement on Credit Facilities of USD 250 million
from a Related Party (Announcement No.2023-6) disclosed on the same day.
The related directors, Mr. Erik Fyrwald and Mr. Chen Lichtenstein refrained from
voting. This proposal was passed with 3 affirmative votes, 0 negative vote and 0
abstention. This proposal is subject to the approval of the Shareholders.
The Company’s independent directors provided independent opinions on proposal 1,
and proposal 2. The detailed opinions were disclosed on the website of Juchao
Information (http://www.cinfo.com.cn) on February 16, 2023.
It is hereby announced.
Board of Directors of ADAMA Ltd.
February 16, 2023
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