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安道麦B:2022年半年度财务报告(英文版) 下载公告
公告日期:2022-08-30

ADAMA Ltd.

ENGLISH TRANSLATION OF FINANCIAL STATEMENTSFOR THE SIX MONTHS ENDED 30 JUNE 2022

ADAMA Ltd.(Expressed in RMB '000)

AUDITOR'S REPORT AND FINANCIAL STATEMENTSFOR THE SIX MONTHS ENDED 30 JUNE 2022

CONTENTS PAGES

THE CONSOLIDATED AND COMPANY'S BALANCE SHEETS 1 - 3

THE CONSOLIDATED AND COMPANY'S INCOME STATEMENTS 4 - 5

THE CONSOLIDATED AND COMPANY'S CASH FLOW STATEMENTS 6 - 7

THE CONSOLIDATED AND COMPANY'S STATEMENTSOF CHANGES IN SHAREHOLDERS' EQUITY 8 - 10

NOTES TO THE FINANCIAL STATEMENTS 11 - 120

ADAMA Ltd. Semmi-Annual Report 2022

- 1 -

(Expressed in RMB '000)Consolidated Balance Sheet

June 30December 31
Notes20222021
Current assets
Cash at bank and on handV.13,296,5365,818,835
Financial assets held for tradingV.21,6041,479
Derivative financial assetsV.3544,831243,316
Bills receivableV.496,79281,992
Accounts receivableV.510,091,3768,362,493
Receivables financingV.678,634120,157
PrepaymentsV.7389,142379,788
Other receivablesV.8852,408691,939
InventoriesV.915,568,63111,750,162
Other current assetsV.101,082,958938,453
Total current assets32,002,91228,388,614
Non-current assets
Long-term receivablesV.1158,30956,234
Long-term equity investmentsV.1220,50815,335
Other equity investmentsV.13155,666152,118
Investment properties3,4423,716
Fixed assetsV.148,583,3168,048,389
Construction in progressV.152,650,7352,143,400
Right-of-use assetsV.16485,629463,915
Intangible assetsV.175,348,4905,326,288
GoodwillV.184,635,0814,409,599
Deferred tax assetsV.191,073,097723,075
Other non-current assetsV.20492,470504,625
Total non-current assets23,506,74321,846,694
Total assets55,509,65550,235,308

ADAMA Ltd. Semmi-Annual Report 2022

- 2 -

(Expressed in RMB '000)Consolidated Balance Sheet (continued)

June 30December 31
Notes20222021
Current liabilities
Short-term loansV.211,635,446874,755
Derivative financial liabilitiesV.22635,643176,206
Bills payableV.23701,764493,376
Accounts payableV.247,826,4836,294,163
Contract liabilitiesV.251,442,5981,381,311
Employee benefits payableV.261,041,1531,247,979
Taxes payableV.27458,955368,682
Other payablesV.281,758,2311,342,188
Non-current liabilities due within one yearV.291,637,6731,795,754
Other current liabilitiesV.30402,423412,909
Total current liabilities17,540,36914,387,323
Non-current liabilities
Long-term loansV.314,292,1783,498,912
Debentures payableV.327,517,2727,797,131
Lease liabilitiesV.33367,573362,086
Long-term payables97,73795,699
Long-term employee benefits payableV.34769,276792,358
ProvisionsV.35202,069186,430
Deferred tax liabilitiesV.19392,445380,138
Other non-current liabilitiesV.361,794,0661,660,148
Total non-current liabilities15,432,61614,772,902
Total liabilities32,972,98529,160,225
Shareholders' equity
Share capitalV.372,329,8122,329,812
Capital reserveV.3812,977,17112,977,171
Less: Treasury shares--
Other comprehensive incomeV.39355,851(432,384)
Special reserves18,82319,857
Surplus reserveV.40240,162240,162
Retained earningsV.416,614,8515,940,465
Total equity attributed to the shareholders of the company22,536,67021,075,083
Non-controlling interests--
Total Equity22,536,67021,075,083
Total liabilities and equity55,509,65550,235,308
Ignacio Dominguez Legal representativeShahar Florentz Chief of accounting work & Chief of accounting organ

These financial statements were approved by the Board of Directors of the Company on August 29 2022.

The notes form part of these financial statements.

ADAMA Ltd. Semmi-Annual Report 2022

- 3 -

(Expressed in RMB '000)Balance Sheet

June 30December 31
Notes20222021
Current assets
Cash at bank and on handXV.1295,242265,558
Accounts receivableXV.2478,073208,109
Receivables financingXV.372,74511,752
Prepayments28,98029,364
Other receivablesXV.420,92321,496
Inventories330,819220,329
Other current assets1,38344,221
Total current assets1,228,165800,829
Non-current assets
Long-term equity investmentsXV.517,511,35217,511,352
Other equity investments84,72084,720
Investment properties3,4423,716
Fixed assets1,885,0111,264,210
Construction in progress56,212728,742
Right-of-use assets4,0195,453
Intangible assets264,908265,510
Deferred tax assets60,66860,668
Other non-current assets662,973560,982
Total non-current assets20,533,30520,485,353
Total assets21,761,47021,286,182
Current liabilities
Short-term loans50,000-
Bills payables62,47020,415
Accounts payables208,992205,985
Contract liabilities11,20010,145
Employee benefits payable18,77728,880
Taxes payable1,9212,662
Other payables681,933560,098
Non-current liabilities due within one year427,400612,666
Total current liabilities1,462,6931,440,851
Non-current liabilities
Long-term loans1,137,108905,840
Lease liabilities1,9192,925
Long-term employee benefits payable98,15099,495
Provisions42,78444,385
Other non-current liabilities312,130312,130
Total non-current liabilities1,592,0911,364,775
Total liabilities3,054.7842,805,626
Shareholders’ equity
Share capitalV.372,329,8122,329,812
Capital reserve15,523,88115,523,881
Other comprehensive income30,66830,668
Special reserves19,51420,548
Surplus reserve240,162240,162
Retained earningsV.41562,649335,485
Total shareholders’ equity18,706,68618,480,556
Total liabilities and shareholders’ equity21,761,47021,286,182

ADAMA Ltd. Semmi-Annual Report 2022

- 4 -

(Expressed in RMB '000)

Consolidated Income Statement

Six months ended June 30
Notes20222021
I. Operating incomeV.4218,795,82815,063,780
Less: Cost of salesV.4213,822,75510,706,710
Taxes and surchargesV.4355,83759,007
Selling and Distribution expensesV.442,159,0892,506,436
General and administrative expensesV.45642,313571,807
Research and Development expensesV.46274,738226,940
Financial expenses (incomes)V.47(438,224)448,790
Including: Interest expense326,788322,765
Interest income53,96031,363
Add: Investment income (loss), netV.484,7063,243
Including: Income from investment in associates and joint ventures4,7063,243
Gain (loss) from changes in fair valueV.49(1,341,717)(140,069)
Credit impairment reversal (losses)V.50(97,125)10,051
Asset impairment reversal (losses)V.51(85,346)(29,403)
Gain from disposal of assetsV.5260,29814,799
II. Operating profit820,136402,711
Add: Non-operating income29,79733,032
Less: Non-operating expenses16,55915,429
III. Total profit833,374420,314
Less: Income tax expensesV.53101,27651,081
IV. Net profit732,098369,233
(1). Classified by nature of operations
(1.1). Continuing operations732,098369,233
(2). Classified by ownership
(2.1). Shareholders of the Company732,098367,036
(2.2). Non-controlling interests-2,197
V. Other comprehensive income, net of taxV. 39788,235(122,906)
Other comprehensive income (net of tax) attributable to shareholders of the Company788,235(122,906)
(1) Items that will not be reclassified to profit or loss:61,296(6,971)
(1.1) Re-measurement of defined benefit plan liability61,296(6,971)
(2) Items that were or will be reclassified to profit or loss726,939(115,935)
(2.1) Effective portion of gains or loss of cash flow hedge(60,863)144,297
(2.2) Translation differences of foreign financial statements787,802(260,232)
VI. Total comprehensive income for the period attributable to Shareholders of the Company1,520,333246,327
Total comprehensive income for the period attributable to shareholders of the Company1,520,333244,130
Total comprehensive income for the period attributable to Non-controlling interests-2,197
VII. Earnings per shareXIV.2
(1) Basic earnings per share (Yuan/share)0.310.16
(2) Diluted earnings per share (Yuan/share)N/AN/A

ADAMA Ltd. Semmi-Annual Report 2022

- 5 -

(Expressed in RMB '000)

Income Statement

Six months ended June 30
Notes20222021
I. Operating incomeXV.61,185,094617,097
Less: Operating costsXV.6881,418482,937
Taxes and surcharges3,0033,982
Selling and Distribution expenses2,17819,304
General and administrative expenses65,151140,326
Research and Development expenses38,04219,709
Financial expenses (income)25,0753,523
Including: Interest expense25,38210,176
Interest income3,3409,971
Add: Investment income (loss), net--
Gain from changes in fair value (“-” means loss)--
Credit impairment reversal (losses)(141)107
Asset Impairment reversal (losses)3,142(1,068)
Gain from disposal of assets59,65416,081
II. Operating Profit232,882(37,564)
Add: Non-operating income13,08210,143
Less: Non-operating expenses1621,012
III. Total profit245,802(28,433)
Less: Income tax expense (income)-(228)
IV. Net profit (loss)245,802(28,205)
V. Other comprehensive income, net of tax-(370)
(1) Items that will not be reclassified to profit or loss-(370)
(1.1) Re-measurement of defined benefit plan liability-(370)
(1.2) FV changes in other equity investment-
VI. Total comprehensive income (loss) for the period245,802(28,575)

ADAMA Ltd. Semmi-Annual Report 2022

- 6 -

(Expressed in RMB '000)Consolidated Cash Flow Statement

Six months ended June 31
Notes20222021
I. Cash flows from operating activities:
Cash received from sale of goods and rendering of services16,427,98114,644,075
Refund of taxes and surcharges164,80282,190
Cash received relating to other operating activitiesV.56(1)304,088363,408
Sub-total of cash inflows from operating activities16,896,87115,089,673
Cash paid for goods and services13,683,9749,737,778
Cash paid to and on behalf of employees2,329,6291,988,051
Payments of taxes and surcharges494,626208,458
Cash paid relating to other operating activitiesV.56(2)1,734,5031,664,093
Sub-total of cash outflows from operating activities18,242,73213,598,380
Net cash flows from operating activitiesV.57(1)a(1,345,861)1,491,293
II. Cash flows from investing activities:
Cash received from disposal of investments5,887856
Cash received from returns of investments1,588-
Net cash received from disposal of fixed assets, intangible assets and other long-term assets70,26419,507
Cash received relating to other investing activitiesV.56(3)-6,754
Sub-total of cash inflows from investing activities77,73927,117
Cash paid to acquire fixed assets, intangible assets and other long-term assets1,291,8891,179,017
Net cash paid to acquire subsidiaries or other business units-655,039
Cash paid relating to other investing activitiesV.56(4)64,71985,108
Sub-total of cash outflows from investing activities1,356,6081,919,164
Net cash flows used in investing activities(1,278,869)(1,892,047)
III. Cash flows from financing activities:
Cash received from borrowings2,435,0833,776,407
Cash received from other financing activitiesV.56(5)11,012412,308
Sub-total of cash inflows from financing activities2,446,0954,188,715
Cash repayments of borrowings1,163,6152,328,962
Cash payment for dividends, profit distributions and interest431,993387,611
Including: Dividends paid to non-controlling interest39,07435,904
Cash paid relating to other financing activitiesV.56(6)944,580263,351
Sub-total of cash outflows from financing activities2,540,1882,979,924
Net cash flows from financing activities(94,093)1,208,791
IV. Effects of foreign exchange rate changes on cash and cash equivalents150,085(27,900)
V. Net (decrease) increase in cash and cash equivalentsV.57(1)b(2,568,738)780,137
Add: Cash and cash equivalents at the beginning of the year5,759,4803,835,071
I. VI. Cash and cash equivalents at the end of the periodV.57(2)3,190,7424,615,208

ADAMA Ltd. Semmi-Annual Report 2022

- 7 -

(Expressed in RMB '000)Cash Flow Statement

Six months ended June 30
Notes20222021
I. Cash flows from operating activities:
Cash received from sale of goods and rendering of services786,908838,428
Refund of taxes and surcharges51,54822,166
Cash received relating to other operating activitiesXV.7(1)23,10221,203
Sub-total of cash inflows from operating activities861,558881,797
Cash paid for goods and services653,912440,234
Cash paid to and on behalf of employees70,273122,202
Payments of taxes and surcharges3,8996,834
Cash paid relating to other operating activitiesXV.7(2)70,92767,311
Sub-total of cash outflows from operating activities799,011636,581
Net cash flows from operating activitiesXV.862,547245,216
II. Cash flows from investing activities:
Net cash received from disposal of fixed assets, intangible assets and other long-term assets66,42017,630
Cash received relating to other investing activitiesXV.7.(3)150,000-
Sub-total of cash inflows from investing activities216,42017,630
Cash paid to acquire fixed assets, intangible assets and other long-term assets50,383280,865
Cash paid for acquisition of investments-697,909
Cash paid for other investing activitiesXV.7.(4)250,000-
Sub-total of cash outflows from investing activities300,383978,774
Net cash flows used in investing activities(83,963)(961,144)
III. Cash flows from financing activities:
Cash received from borrowings650,000615,200
Cash received relating to other financing activitiesXV.7.(5)6,1245,880
Sub-total of cash inflows from financing activities656,124621,080
Cash repayments of borrowings553,732293,732
Cash payment for dividends, profit distributions or interest45,22824,027
Cash paid relating to other financing activitiesXV.7.(6)18,741172,061
Sub-total of cash outflows from financing activities617,701489,820
Net cash flows from financing activities38,423131,260
IV. Effects of foreign exchange rate changes on cash and cash equivalents60(1,286)
V. Net increase (decrease) in cash and cash equivalents17,067(585,954)
Add: Cash and cash equivalents at the beginning of the yearXV.8(2)259,4341,022,758
VI. Cash and cash equivalents at the end of the periodXV.8(2)276,501436,804

ADAMA Ltd. Semmi-Annual Report 2022

- 8 -

(Expressed in RMB '000)Consolidated Statement of Changes in Shareholders’ Equity

For the six months ended June 30, 2022

Share capitalCapital reserveOther comprehensive incomeSpecial reservesSurplus reserveRetained earningsTotalNon-controlling interestsTotal equity
I. Balance at December 31, 20212,329,81212,977,171(432,384)19,857240,1625,940,46521,075,083-21,075,083
II. Changes in equity for the period--788,235(1,034)-674,3861,461,587-1,461,587
1. Total comprehensive income--788,235--732,0981,520,333-1,520,333
2. Owner’s contributions and reduction---------
2.1 Cancellation of shares---------
2.2 Non-controlling interests in respect of business combination---------
3. Appropriation of profits-----(57,712)(57,712)-(57,712)
3.1 Distribution to owners-----(18,638)(18,638)-(18,638)
3.2 Distribution to non-controlling interest-----(39,074)(39,074)-(39,074)
4. Special reserve---(1,034)--(1,034)-(1,034)
4.1 Transfer to special reserve---3,507--3,507-3,507
4.2 Amount utilized---(4,541)--(4,541)-(4,541)
III. Balance at June 30, 20222,329,81212,977,171355,85118,823240,1626,614,85122,536,670-22,536,670

ADAMA Ltd. Semmi-Annual Report 2022

- 9 -

(Expressed in RMB '000)Statement of Changes in Shareholders’ Equity

For the six months ended June 30, 2021

Attributable to shareholders of the Company
Share capital *Capital reserve *Less: Treasury shares *Other comprehensive incomeSpecial reservesSurplus reserveRetained earningsTotalNon-controlling interestsTotal equity
I. Balance at December 31, 20202,344,12113,023,21960,357(72,055)15,960240,1625,862,70221,353,75280,16321,433,915
II. Changes in equity for the period(14,309)(140,895)(60,357)(122,906)2,498-293,85578,600(80,163)(1,563)
1. Total comprehensive income---(122,906)--367,036244,1302,197246,327
2. Owner’s contributions and reduction(14,309)(140,895)(60,357)----(94,847)(82,360)(177,207)
2.1 Repurchase of shares(14,309)(46,048)(60,357)-------
2.2 Non-controlling interests in respect of business combination-(94,847)-----(94,847)(82,360)(177,207)
3. Appropriation of profits------(73,181)(73,181)-(73,181)
3.1 Distribution to owners------(37,277)(37,277)-(37,277)
3.2 Distribution to non-controlling interest------(35,904)(35,904)-(35,904)
4. Special reserve----2,498--2,498-2,498
4.1 Transfer to special reserve----3,866--3,866-3,866
4.2 Amount utilized----(1,368)--(1,368)-(1,368)
III. Balance at June 30, 20212,329,81212,882,324-(194,961)18,458240,1626,156,55721,432,352-21,432,352

* Following the approval and execution of the repurchase plan for part of the Company’s domestically listed foreign shares (B share) on 2020 and the repurchase of 14,309,536 B-Shares, the Company cancelled said amount of B-Shares at the Shenzhen Branch of China Securities Depository and Clearing Co., Ltd. on June 17, 2021.

.

ADAMA Ltd. Semmi-Annual Report 2022

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(Expressed in RMB '000)Statement of Changes in Shareholders’ Equity

For the six months ended June 30, 2022

Share capitalCapital reserveOther comprehensive incomeSpecial reservesSurplus reserveRetained earningsTotal
I. Balance at December 31, 20212,329,81215,523,88130,66820,548240,162335,48518,480,556
II. Changes in equity for the period---(1,034)-227,164226,130
1. Total comprehensive income-----245,802245,802
2. Appropriation of profits-----(18,638)(18,638)
2.1 Transfer to Distribution to shareholders-----(18,638)(18,638)
3. Special reserve---(1,034)--(1,034)
3.1 Transfer to special reserve---3,507--3,507
3.2 Amount utilized---(4,541)--(4,541)
Ⅲ. Balance at June 30, 20222,329,81215,523,88130,66819,514240,162562,64918,706,686

For the six months ended June 30, 2021

Share capitalCapital reserveLess: treasury shareOther comprehensive incomeSpecial reservesSurplus reserveRetained earningsTotal
I. Balance at December 31, 20202,344,12115,569,92960,35747,39016,651240,162497,70018,655,596
II. Changes in equity for the period(14,309)(46,048)(60,357)(370)2,498-(65,482)(63,354)
1. Total comprehensive income---(370)--(28,205)(28,575)
2. Owner’s contributions and reduction(14,309)(46,048)(60,357)-----
2.1 Repurchase of shares(14,309)(46,048)(60,357)-----
3. Appropriation of profits------(37,277)(37,277)
3.1 Transfer to Distribution to shareholders------(37,277)(37,277)
4. Special reserve----2,498--2,498
4.1 Transfer to special reserve----3,866--3,866
4.2 Amount utilized----(1,368)--(1,368)
Ⅲ. Balance at June 30, 20212,329,81215,523,881-47,02019,149240,162432,21818,592,242

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I BASIC CORPORATE INFORMATION

ADAMA Ltd. (hereinafter the “Company” or the “Group”) is a company limited by shares established inChina with its head office located in Hubei Jingzhou.

In June 2020, the controlling shareholder of the Company changed from China National Agrochemical Co,.Ltd. (hereinafter – “CNAC") to Syngenta Group Co., Ltd. (hereinafter “Syngenta Group”). As of August2021, following the combination between China National Chemical Co., Ltd. (hereinafter - “ChemChina”)and Sinochem Holdings Corporation Ltd. (hereinafter - “Sinochem Holdings”), Syngenta Group, andsubsequently the Company, are ultimately controlled by Sinochem Holdings - parent of both ChemChinaand Sinochem Group Co., Ltd. (hereinafter “Sinochem Holdings”), subordinated to SASAC.

The principal activities of the Company and its subsidiaries (together referred to as the “Group”) are engagedin development, manufacturing and marketing of agrochemicals, intermediate materials for other industries,food additives and synthetic aromatic products, mainly for export. For information about the largestsubsidiaries of the Company, refer to Note VII.

The Company’s consolidated financial statements had been approved by the Board of Directors of theCompany on August 29, 2022.

Details of the scope of consolidated financial statements are set out in Note VII "Interest in other entities",whereas the changes of the scope of consolidation are set out in Note VI "Changes in consolidation scope".

II BASIS OF PREPARATION

1. Basis of preparation

The Group has adopted the Accounting Standards for Business Enterprises issued by the Ministry of Finance(the "MoF"). In addition, the Group has disclosed relevant financial information in these financial statementsin accordance with Information Disclosure and Presentation Rules for Companies Offering Securities to thePublic No. 15-General Provisions on Financial Reporting (revised by China Securities RegulatoryCommission (hereinafter "CSRC”) in 2014).

2. Accrual basis and measurement principle

The Group has adopted the accrual basis of accounting. Except for certain financial instruments which aremeasured at fair value, deferred tax assets and liabilities, assets and liabilities relating to employee benefits,provisions, and investments in associated companies and joint ventures, the Group adopts the historical costas the principle of measurement in the financial statements. Where assets are impaired, provisions for assetimpairment are made in accordance with relevant requirements.

In the historical cost measurement, assets obtained shall be measured at the amount of cash or cashequivalents or fair value of the consideration paid. Liabilities shall be measured at the actual amount of cashor assets received, or the contractual amount in a present obligation, or the prospective amount of cash orcash equivalents paid to discharge the liabilities.

Fair value is the amount for which an asset could be exchanged, or a liability settled, between knowledgeable,willing market participants in an arm’s length transaction at the measurement date. Fair value measured anddisclosed in the financial statements are determined on this basis whether it is observable or estimated byvaluation techniques.

ADAMA Ltd.(Expressed in RMB '000)

Notes to the Financial Statements

- 12 -

II BASIS OF PREPARATION - (cont’d)

2. Accrual basis and measurement principle - (cont’d)

The following table provides an analysis, grouped into Levels 1 to 3 based on the degree to which the fairvalue input is observable and significant to the fair value measurement as a whole:

Level 1 - based on quoted prices (unadjusted) in active markets;

Level 2 - based on valuation techniques for which the lowest level input that is significant to the fair value

measurement is observable (other than quoted prices included within Level 1), either directly orindirectly;

Level 3 - based on valuation techniques for which the lowest level input that is significant to the fair value

measurement is unobservable.

3. Going concern

The financial statements have been prepared on the going concern basis.

The Group has performed going concern assessment for the following 12 months from June 30, 2022 andhave not identified any significant doubtful matter or event on the going concern, as such the financialstatement have been prepared on the going concern basis.

III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES

1. Statement of compliance

These financial statements are in compliance with the Accounting Standards for Business Enterprises to trulyand completely reflect the Company's consolidated financial position as at December 31, 2021 and theCompany's consolidated operating results, changes in shareholders' equity and cash flows for the twelvemonths then ended.

2. Accounting period

The Group has adopted the calendar year as its accounting year, i.e. from 1 January to 31 December.

3. Business cycle

The company takes the period from the acquisition of assets for processing to their realisation in cash or cashequivalents as a normal operating cycle. The operating cycle for the company is 12 months.

4. Reporting currency

The Company and its domestic subsidiaries choose Renminbi (hereinafter "RMB") as their functionalcurrency. Functional currencies of overseas subsidiaries are determined on the basis of the principaleconomic environment in which the overseas subsidiaries operate. The functional currency of the overseassubsidiaries is mainly the United States Dollar (hereinafter "USD"). The presentation currency of thesefinancial statements is Renminbi.

ADAMA Ltd.(Expressed in RMB '000)

Notes to the Financial Statements

- 13 -

III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

5. Business combinations

5.1 Business combinations involving enterprises under common control

A business combination involving enterprises under common control is a business combination in which allof the combining enterprises are ultimately controlled by the same party or parties both before and after thecombination, and that control is not transitory. Assets and liabilities obtained shall be measured at theirrespective carrying amounts as recorded by the combining entities at the date of the combination. Thedifference between the carrying amount of the net assets obtained and the carrying amount of theconsideration paid for the combination is adjusted to the share premium in capital reserve. If the sharepremium is not sufficient to absorb the difference, any excess shall be adjusted against retained earnings.Costs that are directly attributable to the combination are charged to profit or loss in the period in which theyare incurred.

5.2 Business combinations not involving enterprises under common control and goodwill.

A business combination not involving enterprises under common control is a business combination in whichall of the combining enterprises are not ultimately controlled by the same party or parties before and afterthe combination.

The costs of business combination are the fair value of the assets paid, liabilities incurred or assumed andequity instruments issued by the acquirer for the purpose of achieving the control rights over the acquiree.

The intermediary costs such as audit, legal services and assessment consulting costs and other relatedmanagement costs that are directly attributable to the combination by the acquirer are charged to profit orloss in the period in which they are incurred. Direct capital issuance costs incurred in respect of equityinstruments or liabilities issued pursuant to the business combination should be charged to the respect equityinstruments or liabilities upon initial recognition of the underlying equity instruments or liabilities.

The acquiree’s identifiable assets, liabilities and contingent liabilities acquired by the acquirer in a businesscombination, that meet the recognition criteria shall be measured at fair value at the acquisition date. Wherethe cost of combination exceeds the acquirer’s interest in the fair value of the acquiree’s identifiable netassets, the difference is treated as an asset and recognized as goodwill, which is measured at cost on initialrecognition. Where the cost of combination is less than the acquirer’s interest in the fair value of theacquiree’s identifiable net assets, the remaining difference is recognized immediately in profit or loss for thecurrent year.

The goodwill raised because of the business combination should be separately disclosed in the consolidatedfinancial statement and measured by the initial amount less any accumulative impairment provision.

In a business combination achieved in stages, the Group remeasure its previously held equity interest in theacquiree at its acquisition-date fair value and recognise the resulting gain or loss, if any, in profit or loss.

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III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

6. Basis for preparation of consolidated financial statements

The scope of consolidation in consolidated financial statements is determined on the basis of control. Controlis achieved when the Company has power over the investee; is exposed, or has rights, to variable returnsfrom its involvement with the investee; and has the ability to use its power to affect its returns.

For a subsidiary disposed of by the Group, the operating results and cash flows before the date of disposal(the date when control is lost) are included in consolidated income statement and consolidated statement ofcash flows.

For a subsidiary acquired through a business combination not involving enterprises under common control,the operating results and cash flows from the acquisition date (the date when control is obtained) are includedin consolidated income statement and consolidated statement of cash flows.

For a subsidiary acquired through a business combination involving enterprises under common control, itwill be fully consolidated into consolidated financial statements from the date on which the subsidiary wasultimately under common control by the same party or parties.

The significant accounting policies and accounting years adopted by the subsidiaries are determined basedon the uniform accounting policies and accounting years set out by the Company.

All significant intra-group balances, transactions and unrealized profits are eliminated on consolidation.

The portion of subsidiaries' equity that is not attributable to the Company is treated as non-controllinginterests and presented as "non-controlling interests" in the shareholders’ equity in consolidated balancesheet. The portion of net profits or losses of subsidiaries for the period attributable to non-controllinginterests is presented as "non-controlling interests" in consolidated income statement below the "net profit"line item. Total comprehensive income attributable to non-controlling shareholders is presented separatelyin the consolidated income statement below the total comprehensive income line item.

When the amount of loss for the period attributable to the non-controlling shareholders of a subsidiaryexceeds the non-controlling shareholders' portion of the opening balance of owners' equity of the subsidiary,the excess amount is still allocated against non-controlling interests.

Acquisition of non-controlling interests or disposal of equity interest in a subsidiary that does not result inthe loss of control over the subsidiary is accounted for as equity transactions. The carrying amounts of theCompany's interests and non-controlling interests are adjusted to reflect the changes in their relative interestsin the subsidiary. The difference between the amount by which the non-controlling interests are adjusted andthe fair value of the consideration paid or received is adjusted to capital reserve under owners' equity. If thecapital reserve is not sufficient to absorb the difference, the excess is adjusted against retained earnings.Other comprehensive income attributed to the non-controlling interest is reattributed to the shareholders ofthe company.

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III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

6. Basis for preparation of consolidated financial statements - (cont’d)

A put option issued by the Group to holders of non-controlling interests that is settled in cash or otherfinancial instrument is recognized as a liability at the present value of the exercise price (according to the"anticipated acquisition method"). The Group’s share of a subsidiary’s profits includes the share of theholders of the non-controlling interests to which the Group issued a put option.

In cases which the Group has a Call option in addition to the Put option above, due to the anticipatedacquisition method implementation no value is given to the Call option in the consolidated financialstatements.

When the Group loses control over a subsidiary due to disposal of certain equity interest or other reasons,any retained interest is re-measured at its fair value at the date when control is lost. The difference between(i) the aggregate of the consideration received on disposal and the fair value of any retained interest and (ii)the share of the former subsidiary's net assets cumulatively calculated from the acquisition date according tothe original proportion of ownership interest is recognized as investment income in the period in whichcontrol is lost. Other comprehensive income associated with the disposed subsidiary is reclassified toinvestment income in the period in which control is lost.

7. Classification and accounting methods of joint arrangement

Joint arrangement involves by two or more parties jointly control. Joint control is the contractually agreedsharing of control over an economic activity, and exists only when the strategic financial and operatingdecisions relating to the activity require the unanimous consent of the parties sharing control (the ventures).

The Group makes the classification of the joint arrangements according to the rights and obligations in thejoint arrangements to either joint operations or joint ventures.

A joint venture is a joint arrangement whereby the parties that have joint control of the arrangement haverights to the net assets of the joint arrangement. Joint ventures are accounted for using the equity method.

8. Cash and cash equivalents

Cash comprises cash on hand and deposits that can be readily withdrawn on demand. Cash equivalents arethe Group's short-term, highly liquid investments that are readily convertible to known amounts of cash andwhich are subject to an insignificant risk of changes in value.

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III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

9. Translation of transactions and financial statements denominated in foreign currencies

9.1 Transactions denominated in foreign currencies

On initial recognition, foreign currency transactions are translated into functional currency using the spotexchange rate prevailing at the date of transaction.

At the balance sheet date, foreign currency monetary items are translated into functional currency using thespot exchange rates at the balance sheet date. Exchange differences arising from the differences between thespot exchange rates prevailing at the balance sheet date and those on initial recognition or at the previousbalance sheet date are recognized in profit or loss for the period, except that (i) exchange differences relatedto a specific-purpose borrowing denominated in foreign currency that qualify for capitalization arecapitalized as part of the cost of the qualifying asset during the capitalization period. (ii) exchange differencesrelated to hedging instruments for the purpose of hedging against foreign currency risks are accounted forusing hedge accounting.

When preparing financial statements involving foreign operations, if there is any foreign currency monetaryitems, which in substance forms part of the net investment in the foreign operations, exchange differencesarising from the changes of foreign currency are recorded as other comprehensive income, and will bereclassified to profit or loss upon disposal of the foreign operations.

Foreign currency non-monetary items measured at historical cost are translated to the amounts in functionalcurrency at the spot exchange rates on the dates of the transactions and the amounts in functional currencyremain unchanged.

9.2 Translation of financial statements denominated in foreign currency

For the purpose of preparing consolidated financial statements, financial statements of a foreign operationare translated from the foreign currency into RMB using the following method: assets and liabilities on thebalance sheet are translated at spot exchange rate prevailing at the balance sheet date; shareholders' equityitems, except for retained earnings, are translated at the spot exchange rates at the dates on which such itemsarose; all items in the income statement as well as items reflecting the distribution of profits are translated ataverage rate or at spot exchange rates on the dates of the transactions; the retained earnings opening balanceis previous year's translated retained earnings closing balance; the closing balance of retained earnings iscalculated and presented on the basis of each translated income statement and profit distribution item. Thedifference between the translated assets and the aggregate of liabilities and shareholders' equity items isrecorded as other comprehensive income. Cash Flows arising from transaction in foreign currency and thecash flows of a foreign subsidiary are translated at the spot exchange rate on the date of the cash flow, theeffect of exchange rate changes on the cash and cash equivalents is regarded as a reconciling item and presentseparately in the statement “effect of foreign exchange rate changes on the cash and cash equivalents".

The opening balances and the comparative figures of prior year are presented at the translated amounts inthe prior year's financial statements.

On disposal of the Group's entire equity interest in a foreign operation, or upon a loss of control over aforeign operation due to disposal of certain equity interest in it or other reasons, the Group transfers theaccumulated translation differences, which are attributable to the owners' equity of the Company andpresented under other comprehensive income to profit or loss in the period in which the disposal occurs.

ADAMA Ltd.(Expressed in RMB '000)

Notes to the Financial Statements

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III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

9. Translation of transactions and financial statements denominated in foreign currencies - (cont’d)

9.2 Translation of financial statements denominated in foreign currency - (cont’d)

In case of a disposal or other reason that does not result in the Group losing control over a foreign operation,the proportionate share of accumulated translation differences are re-attributed to non-controlling interestsand are not recognized in profit and loss. For partial disposals of equity interest in foreign operations, whichare associates or joint ventures, the proportionate share of the accumulated translation differences arereclassified to profit or loss.

10. Financial instruments

The Group recognizes a financial asset or a financial liability when it becomes a party to the contractualprovisions of the instrument. At initial recognition, the Group measures a financial asset or financial liabilityat its fair value plus or minus (which is not measured at fair value through profit or loss) transaction coststhat are directly attributable to the acquisition or issue of the financial asset or financial liability. Initialrecognition in trade receivables which do not contain a significant financing component, shall be madeaccording to their transaction price.

10.1 Classification and measurement of financial assets

After initial recognition, an entity shall measure a financial asset at: (a) amortised cost; (b) fair value throughother comprehensive income (“FVTOCI”); or (c) fair value through profit or loss (“FVTPL”).

10.1.1 Financial assets at amortised cost

A financial asset is measured at amortised cost if both of the following conditions are met: (a) the financialasset is held within a business model whose objective is to hold financial assets in order to collect contractualcash flows; and (b) the contractual terms of the financial asset give rise on specified dates to cash flows thatare solely payments of principal and interest on the principal amount outstanding.

Such financial assets are subsequently measured at amortised cost, using effective interest method. Gains orlosses upon impairment and derecognition are recognized in profit or loss.

10.1.1.1 Effective interest method and amortised cost

Effective interest method represents the method for calculating the amortized costs and interest income orexpense of each period in accordance with the effective interest rate of financial assets or financial liabilities(inclusive of a set of financial assets or financial liabilities). Effective interest rate represents the rate thatdiscounts the future cash flow over the expected subsisting period or shorter period, if appropriate, of thefinancial asset or financial liability to the current carrying value of such financial asset or financial liability.

When calculating the effective interest rate, the Group will consider the anticipated future cash flow (notconsidering the future credit loss) on the basis of all contract clauses of financial assets or financial liabilities,as well as consider all kinds of charges which are an integral part of the effective interest rate, includingtransaction fees and discount or premium paid or received between both parties of financial asset or financialliability contract.

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III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

10. Financial instruments - (cont’d)

10.1 Classification and measurement of financial assets - (cont’d)

10.1.2 Financial assets at FVTOCI

A financial asset is measured at fair value through other comprehensive income if both of the followingconditions are met: (a) the financial asset is held within a business model whose objective is achieved byboth collecting contractual cash flows and selling financial assets and (b) the contractual terms of thefinancial asset give rise on specified dates to cash flows that are solely payments of principal and interest onthe principal amount outstanding.

A gain or loss on a financial asset measured at fair value through other comprehensive income is recognizedin other comprehensive income, except for impairment gains or losses, foreign exchange gains and lossesand interest calculated using the effective interest method, until the financial asset is derecognized orreclassified. When the financial asset is derecognized the cumulative gain or loss previously recognized inother comprehensive income is reclassified from equity to profit or loss as a reclassification adjustment.

10.1.3 Financial assets at FVTPL

Financial assets at FVTPL are either those that are classified as financial assets at FVTPL or designated asfinancial assets at FVTPL.

A financial asset is measured at FVTPL unless it is measured at amortised cost or at FVTOCI.

The Group may, at initial recognition, irrevocably designate a financial asset as measured at FVTPL if doingso eliminates or significantly reduces a measurement or recognition inconsistency (sometimes referred to asan ‘accounting mismatch’) that would otherwise arise from measuring assets or liabilities or recognizing thegains and losses on them on different bases.

A gain or loss on a financial asset that is measured at FVTPL is recognized in profit or loss unless it is partof a hedging relationship. Dividends are recognized in profit or loss.

10.1.4 Designated financial assets at FVTOCI

At initial recognition, the Group makes an irrevocable election to designate to FVTOCI an investment in anequity instrument that is not held for trading.

When a non-trading equity instrument investment is designated as a financial asset that is measured at fairvalue through other comprehensive income, the changes in the fair value of the financial asset are recognisedin other comprehensive income. Upon realization the accumulated gains or losses from other comprehensiveincome are transferred from other comprehensive income and included in retained earnings. During theperiod in which the Group holds these non-trading investment instruments, the right to receive dividends inthe Group has been established, and the economic benefits related to dividends are likely to flow into theGroup, and when the amount of dividends can be reliably measured, the dividend income is recognized inthe current profit and loss.

ADAMA Ltd.(Expressed in RMB '000)

Notes to the Financial Statements

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III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

10. Financial instruments - (cont’d)

10.2 Impairment of financial assets

The Group recognizes a loss allowance for expected credit losses on financial assets that are classified toamortised cost and FVTOCI.

The Group always measures the loss allowance at an amount equal to lifetime expected credit losses fortrade receivables.

For financial assets other than trade receivables, the Group initially measure the loss allowance for thatfinancial instrument at an amount equal to 12-month expected credit losses. At each balance sheet date, ifthe credit risk on that financial instrument has increased significantly since initial recognition, the Groupmeasures the loss allowance for a financial instrument at an amount equal to the lifetime expected creditlosses. The Group recognizes in profit or loss, as an impairment gain or loss, the amount of expected creditlosses (or reversal) that is required to adjust the loss allowance to the amount that is required to be recognized.

10.2.1 Significant increases in credit risk

At each balance sheet date, the Group assesses whether the credit risk on a financial instrument hasincreased significantly since initial recognition.

The Group mainly considers the following list of information in assessing changes in credit risk:

(a) significant changes in internal price indicators of credit risk as a result of a change in credit risk since

inception.(b) significant changes in external market indicators of credit risk for a particular financial instrumentor similar financial instruments with the same expected life.(c) a significant change in the debtors’ ability to meet its debt obligations.(d) an actual or expected significant change in the operating results of the debtor.(e) significant increases in credit risk on other financial instruments of the same debtor.(f) an actual or expected significant adverse change in the regulatory, economic, or technologicalenvironment of the debtor.(g) significant changes in the value of the collateral supporting the obligation or in the quality of third-party guarantees or credit enhancements, which are expected to reduce the debtor’s economicincentive to make scheduled contractual payments or to otherwise have an effect on the probabilityof a default occurring.(h) significant changes that are expected to reduce the receivable’s economic incentive to make

scheduled contractual payments.(i) significant changes in the expected performance and behaviour of the debtor.(j) past due information.

The Group assumes that the credit risk on a financial instrument has not increased significantly since initialrecognition if the financial instrument is determined to have low credit risk at the reporting date.

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III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

10. Financial instruments - (cont’d)

10.2 Impairment of financial assets - (cont’d)

10.2.2 Credit-impaired financial asset

A financial asset is credit-impaired when one or more events that have a detrimental impact on the estimatedfuture cash flows of that financial asset have occurred. Evidence that a financial asset is credit-impairedinclude observable data about the following events:

(a) significant financial difficulty of the issuer or the receivable;(b) a breach of contract, such as a default or past due event;(c) the lender(s) of the receivable, for economic or contractual reasons relating to the receivable’sfinancial difficulty, having granted to the receivable a concession(s) that the lender(s) would nototherwise consider;(d) it is becoming probable that the receivable will enter bankruptcy or other financial reorganization;

10.2.3 Recognition of expected credit losses

For the purpose of determining significant increases in credit risk and recognizing a loss allowance on acollective basis, financial instruments are grouped on the basis of shared credit risk. Examples of sharedcredit risk characteristics may include, but are not limited to, the:(a) instrument type; (b) credit risk ratings;(c) collateral type; (d) industry; (e) geographical location of the debtor; and (f) the value of collateralrelative to the financial asset if it has an impact on the probability of a default occurring.

Expected credit losses of financial instruments are determined as the present value of the differencebetween: (a) the contractual cash flows that are due to an entity under the contract; and (b) the cash flowsthat the entity expects to receive.

For a financial asset that is credit-impaired at the reporting date, an entity shall measure the expected creditlosses as the difference between the asset’s gross carrying amount and the present value of estimated futurecash flows discounted at the financial asset’s original effective interest rate. Any adjustment is recognizedin profit or loss as an impairment gain or loss.

The Group measures expected credit losses of a financial instrument in a way that reflects:

(a) an unbiased and probability-weighted amount that is determined by evaluating a range of possibleoutcomes;(b) the time value of money; and(c) reasonable and supportable information that is available without undue cost or effort at the reportingdate about past events, current conditions and forecasts of future economic conditions.

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III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

10. Financial instruments - (cont’d)

10.2 Impairment of financial assets - (cont’d)

10.2.4 Written-off of financial assets

The Group directly reduces the gross carrying amount of a financial asset when the entity has no reasonableexpectations of recovering a financial asset in its entirety or a portion thereof. A write-off constitutes aderecognition event.

10.3 Transfer of financial asset

The Group derecognizes a financial asset if one of the following conditions is satisfied: (i) the contractualrights to the cash flows from the financial asset expire; or (ii) the financial asset has been transferred andsubstantially all the risks and rewards of ownership of the financial asset transferred to the transferee; or (iii)although the financial asset has been transferred, the Group neither transfers nor retains substantially all therisks and rewards of ownership of the financial asset but has not retained control of the financial asset.

If the Group neither transfers nor retains substantially all the risks and rewards of ownership of a financialasset, and it retains control of the financial asset, it recognizes the financial asset to the extent of its continuinginvolvement in the transferred financial asset and recognizes an associated liability. The extent of theGroup’s continuing involvement in the transferred asset is the extent to which it is exposed to changes in thevalue of the transferred asset.

When the company is derecognizing a financial asset in its entirety, except for equity instrument designatedto FVTOCI, the difference between (i) the carrying amount of the financial asset transferred; and (ii) the sumof the consideration received from the transfer is recognized in profit or loss.

10.4 Classification and measurement of financial liabilities

Debt and equity instruments are classified as either financial liabilities or as equity in accordance with thesubstance of the contractual arrangements and the definitions of a financial liability and an equity instrument.

All financial liabilities are subsequently measured at FVTPL or other financial liabilities.

Financial liabilities are classified as at FVTPL when the financial liability is (i) held for trading or (ii) it isdesignated as at FVTPL. The financial liability other than derivative financial liabilities are stated asliabilities held for trading.

Other financial liabilities are subsequently measured at amortized cost by using effective interest method.Gain or loss arising from derecognition or amortization is recognized in current profit or loss.

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III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

10. Financial instruments - (cont’d)

10.5 Derecognition of financial liabilities

Financial liabilities are derecognized in full or in part only when the present obligation is discharged in fullor in part. An agreement entered into force between the Group (debtor) and a creditor to replace the originalfinancial liabilities with new financial liabilities with substantially different terms, derecognize the originalfinancial liabilities as well as recognize the new financial liabilities. When financial liabilities isderecognized in full or in part, the difference between the carrying amount of the financial liabilitiesderecognized and the consideration paid (including transferred non-cash assets or new financial liability) isrecognized in profit or loss for the current period.

10.6 Derivatives

Derivative financial instruments include forward exchange contracts, currency swaps and foreign exchangeoptions, etc. Derivatives are initially measured at fair value at the date when the derivative contracts areentered into and are subsequently re-measured at fair value. The resulting gain or loss is recognized in profitor loss unless the derivative is designated and highly effective as a hedging instrument, in which case thetiming of the recognition in profit or loss depends on the nature of the hedge relationship (Note III 28.1).

10.7 Offsetting financial assets and financial liabilities

Financial assets and financial liabilities shall be presented separately in the balance sheet and shall not beoffset, except for circumstances where the Group has a legal right that is currently enforceable to offset therecognized financial assets and financial liabilities, and intends either to settle on a net basis, or to realizethe financial asset and settle the financial liability simultaneously, a financial asset and a financial liabilityshall be offset and the net amount is presented in the balance sheet.

10.8 Equity instruments

The consideration received from the issuance of equity instruments net of transaction costs is recognized inshareholders’ equity. Consideration and transaction costs paid by the Company for repurchasing self-issuedequity instruments are deducted from shareholders’ equity.

When the Company repurchases its own shares, those shares are treated as treasury shares. All expendituresrelating to the repurchase are recorded in the cost of the treasury shares, with the transaction entering intothe share capital. Treasury shares are excluded from profit distributions and are stated as a deduction undershareholders’ equity in the balance sheet.

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III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

11. Receivables

Receivables are assessed for impairment on a collective group and/or on an individual basis as follows:

Expected credit losses in respect of a receivables is measured at an amount equal to lifetime expected creditlosses. The assessment is made collectively for account receivables, where receivables share similar creditrisk characteristics based on geographical location, using the expected credit losses model including inter-alia aging analysis, historical loss experiences adjusted by the observable factors reflecting current andexpected future economic conditions. The ratio of the account receivables collective provision for expectedcredit losses in which credit losses has not occurred is between 0%-4.36%.

When credit risk on a receivable has increased significantly since initial recognition, the group recordsspecific provision or collective provision, which is determined for groups of similar assets in countries inwhich there are large number of customers with immaterial balances.

In assessing whether the credit risk on a receivable has increased significantly since initial recognition, theGroup compares the risk of a default occurring on the receivable at the reporting date with the risk of adefault occurring on the receivable at the date of initial recognition and considers both quantitative andqualitative information that is reasonable and supportable, including observable data that comes to theattention of the Group about loss events such as a significant decline in the solvency of an individual debtoror the portfolio of debtors, and significant changes in the financial condition that have an adverse effect onthe debtor.

12. Inventories

12.1 Categories of inventories and initial measurement

The Group's inventories mainly include raw materials, work in progress, semi-finished goods, finished goodsand reusable materials. Reusable materials include low-value consumables, packaging materials and othermaterials, which can be used repeatedly but do not meet the definition of fixed assets.

Inventories are initially measured at cost. Cost of inventories comprises all costs of purchase, costs ofconversion and other expenditures incurred in bringing the inventories to their present location and conditionincluding direct labor costs and an appropriate allocation of production overheads.

12.2 Valuation method of inventories upon delivery

The actual cost of inventories upon delivery is calculated using the weighted average method.

12.3 Basis for determining net realizable value of inventories and provision methods for decline in value of

inventories

At the balance sheet date, inventories are measured at the lower of cost and net realizable value. If the netrealizable value is below the cost of inventories, a provision for decline in value of inventories is made. Netrealizable value is the estimated selling price in the ordinary course of business less the estimated costs ofcompletion, the estimated costs necessary to make the sale and relevant taxes.

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III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

12. Inventories - (cont’d)

After the provision for decline in value of inventories is made, if the circumstances that previously causedinventories to be written down below cost no longer exist so that the net realizable value of inventories ishigher than their carrying amount, the original provision for decline in value is reversed and the reversal isincluded in profit or loss for the period.

12.4 The perpetual inventory system is maintained for stock system.

13. Long-term equity investments

Long-term equity investments include investments in subsidiaries, joint ventures and associates.

Subsidiaries are the companies that are controlled by the Company. Associates are the companies over whichthe Group has significant influence. Joint ventures are joint arrangements over which the Group has jointcontrol along with other investors and has rights to the net assets of the joint arrangement.

The Company accounts for the investment in subsidiaries at historical cost in the Company's financialstatements. Investments in associates and joint ventures are accounted for under equity method.

13.1 Determination of investment cost

For a long-term equity investment acquired through a business combination involving enterprises undercommon control, the investment cost of the long-term equity investment is the share of the carrying amountof the shareholders' equity of the acquiree attributable to the ultimate controlling party at the date ofcombination. The difference between initial investment cost and cash paid, non-cash assets transferred andbook value of liabilities assumed, is adjusted in capital reserve. If the balance of capital reserve is notsufficient to absorb the difference, any excess is adjusted to retained earnings.

For a long-term equity investment acquired through business combination not involving enterprises undercommon control, the investment cost of the long-term equity investment is the cost of acquisition. For abusiness combination not involving enterprises under common control achieved in stages that involvesmultiple exchange transactions, the initial investment cost is carried at the aggregate of the carrying amountof the acquirer’s previously held equity interest in the acquiree and the new investment cost incurred on theacquisition date.

Regarding the long-term equity investment acquired otherwise than through a business combination, if thelong-term equity investment is acquired by cash, the historical cost is determined based on the amount ofcash paid and payable; if the long-term equity investment is acquired through the issuance of equityinstruments, the historical cost is determined based on the fair value of the equity instruments issued.

ADAMA Ltd.(Expressed in RMB '000)

Notes to the Financial Statements

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III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

13. Long-term equity investments - (cont’d)

13.2 Subsequent measurement and recognition of profit or loss

If the long-term equity investment is accounted for at cost, it should be measured at historical cost lessaccumulated impairment losses. Dividend declared by the investee should be accounted for as investmentincome.

Under the equity method, where the long-term equity investment initial investment cost exceeds the Group’sshare of the fair value of the investee’s identifiable net assets at the time of acquisition, no adjustment ismade to the initial investment cost. Where the initial investment cost is less than the Group’s share of thefair value of the investee’s identifiable net assets at the time of acquisition, the difference is recognized inprofit or loss for the period, and the cost of the long-term equity investment is adjusted accordingly.

Under the equity method, the Group recognizes its share of the net profit or loss and other comprehensiveincome of the investee for the period as investment income or loss and other comprehensive income for theperiod. The Group recognizes its share of the investee’s net profit or loss based on the fair value of theinvestee’s individual separately identifiable assets, etc. at the acquisition date after making appropriateadjustments to be confirmed with the Group's accounting policies and accounting period. The Groupdiscontinues recognizing its share of net losses of the investee after the carrying amount of the long-termequity investment together with any long-term interests that in substance form part of its net investment inthe investee is reduced to zero. If the Group has incurred obligations to assume additional losses of theinvestee, a provision is recognized according to the expected obligation, and recorded as investment loss forthe period.

13.3 Basis for determining control, joint control and significant influence over investee

Control is achieved when the Company has power over the investee; is exposed, or has rights, to variablereturns from its involvement with the investee; and has the ability to use its power to affect its returns.

Joint control is the contractually agreed sharing of control over an economic activity, and exists only whenthe strategic financial and operating policy decisions relating to the activity require the unanimous consentof the parties sharing control.

Significant influence is the power to participate in the financial and operating policy decisions of the investeebut is not control or joint control over those policies.

When determining whether an investing enterprise is able to exercise control or significant influence overan investee, the effect of potential voting rights of the investee (for example, warrants and convertible debts)held by the investing enterprises or other parties that are currently exercisable or convertible shall beconsidered.

13.4 Methods of impairment assessment and determining the provision for impairment loss

If the recoverable amounts of the investments to subsidiaries, joint ventures and associates are less than theircarrying amounts, an impairment loss should be recognized to reduce the carrying amounts to the recoverableamounts (Note III 20).

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III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

13. Long-term equity investments - (cont’d)

13.5 The disposal of long-term equity investment

On disposal of a long term equity investment, the difference between the proceeds actually received andreceivable and the carrying amount is recognized in profit or loss for the period.

14. Investment properties

Investment property refers to real estate held to earn rentals or for capital appreciation, or both, includingleased land use rights, land use rights held and provided for transferring after appreciation and leasedconstructions, etc.

Investment property is initially measured at cost. Subsequent expenditures related to an investment propertyshall be included in cost of investment property only when the economic benefits associated with the assetwill likely flow to the Group and its cost can be measured reliably. All other subsequent expenditures oninvestment property shall be included in profit or loss for the current period when incurred.

The Group adopts cost method for subsequent measurement of investment property, which is depreciated oramortized using the same policy as that for buildings and land use rights.

When an investment property is sold, transferred, retired or damaged, the amount of proceeds on disposal ofthe property net of the carrying amount and related taxes and surcharges is recognized in profit or loss forthe current period.

15. Fixed assets

15.1 Recognition criteria for fixed assets

Fixed assets include land owned by the Group and buildings, machinery and equipment, motor vehicles,office equipment and others.

Fixed assets are tangible assets that are held for use in the production or supply of goods or for administrativepurposes, and have useful lives of more than one accounting year. A fixed asset is recognized only when itis probable that economic benefits associated with the asset will flow to the Group and the cost of the assetcan be reliably measured. Purchased or constructed fixed assets are initially measured at cost when acquired.

Subsequent expenditures incurred for the fixed asset are included in the cost of the fixed asset and if it isprobable that economic benefits associated with the asset will flow to the Group and the subsequentexpenditures can be measured reliably. Other subsequent expenditures are recognized in profit or loss in theperiod in which they are incurred.

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III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

15. Fixed assets - (cont’d)

15.2 Depreciation of each category of fixed assets

Fixed asset is depreciated based on the cost of fixed asset recognized less expected net residual value overits useful life using the straight-line method since the month subsequent to the one in which it is ready forintended use. Depreciation is calculated based on the carrying amount of the fixed asset after impairmentover the estimated remaining useful life of the asset.

The Group reviews the useful life and estimated net residual value of a fixed asset and the depreciationmethod applied at least once at each financial year-end, and account for any change as a change in anaccounting estimate.

The estimated useful life, estimated net residual value and annual depreciation rate of each category of fixedassets are as follows:

CategoryDepreciationUseful life (years)Residual value (%)Annual depreciation rate (%)
Buildingsthe straight-line method15-500-41.9-6.7
Machinery and equipmentthe straight-line method3-220-44.4-33.3
Office and other equipmentthe straight-line method3-170-45.6-33.3
Motor vehiclesthe straight-line method5-90-210.9-20.0

Overseas Land owned by the Group is not depreciated.

15.3 Other explanations

If a fixed asset is upon disposal or no future economic benefits are expected to be generated from its use ordisposal, the fixed asset is derecognized. When a fixed asset is sold, transferred, retired or damaged, theamount of any proceeds on disposal of the asset net of the carrying amount and related taxes is recognizedin profit or loss for the period.

The difference between recoverable amounts of the fixed assets under the carrying amount is referred to asimpairment loss (Note III 20).

16. Construction in progress

Construction in progress is measured at its actual costs. The actual costs include various construction,installation costs, borrowing costs capitalized and other expenditures incurred until such time as the relevantassets are completed and ready for its intended use. When the asset concerned is ready for its intended use,the cost of the asset is transferred to fixed assets and depreciated starting from the following month.

The difference between recoverable amounts of the construction in progress under the carrying amount isreferred to as impairment loss (Note III 20).

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III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

17. Borrowing costs

Borrowing costs directly attributable to the acquisition, construction or production of qualifying asset arecapitalized when expenditures for such asset and borrowing costs are incurred and activities relating to theacquisition, construction or production of the asset that are necessary to prepare the asset for its intended useor sale have commenced. Capitalization of borrowing costs ceases when the qualifying asset being acquired,constructed or produced becomes ready for its intended use or sale. Borrowing costs incurred subsequentlyshould be charged to profit or loss. Capitalization of borrowing costs is suspended during periods in whichthe acquisition, construction or production of a qualifying asset is suspended abnormally and when thesuspension is for a continuous period of more than 3 months. Capitalization is suspended until the acquisition,construction or production of the asset is resumed.

Where funds are borrowed under a specific-purpose borrowing, the amount of interest to be capitalized isthe actual interest expenses incurred on that borrowing for the period less any bank interest earned fromdepositing the borrowed funds before being used on the asset or any investment income on the temporaryinvestment of those funds.

Where funds are borrowed under general-purpose borrowings, the Group determines the amount of interestto be capitalized on such borrowings by applying a capitalization rate to the weighted average of the excessof cumulative expenditures on the asset over the amounts of specific-purpose borrowings. The capitalizationrate is the weighted average of the interest rates applicable to the general-purpose borrowings.

During the capitalization period, exchange differences on foreign currency specific-purpose borrowing arefully capitalized whereas exchange differences on foreign currency general-purpose borrowing, charged toprofit or loss.

18. Intangible assets

18.1 Valuation methods, useful life, impairment test

The Group’s intangible assets include product registration assets, intangible assets upon purchase of products,marketing rights and rights to use tradenames and trademarks, land use rights, software and customerrelations. Intangible assets are stated at cost less accumulated amortization and impairment losses.

When an intangible asset with a finite useful life is available for use, its original cost less any accumulatedimpairment losses is amortized over its estimated useful life using the straight-line method. An intangibleasset with an indefinite useful life is not amortized.

For an intangible asset with a finite useful life, the Group reviews the useful life and amortization method atthe end of the year, and makes adjustments when necessary.The respective amortization periods for such intangible assets are as follows:

ItemAmortization period (years)
Land use rights49-50 years
Product registration8, 11 years
Intangible assets on purchase of products7-11, 20 years
Marketing rights, tradename and trademarks4-10, 30 years
Exclusivity agreement21 years
Software3-5 years
Customer relations5-10, 13 years

The difference between recoverable amounts of the intangible assets under the carrying amount is referredto as impairment loss (see Note III 20 – Impairment of long-term assets).

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III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

18. Intangible assets - (cont’d)

18.2 Research and development expenditure

Internal research and development project expenditures were classified into research expenditures anddevelopment expenditures depending on its nature and the greater uncertainty whether the research activitiesbecoming to intangible assets.

Expenditure during the research phase is recognized as an expense in the period in which it is incurred.Expenditure during the development phase that meets all of the following conditions at the same time isrecognized as intangible asset:

- It is technically feasible to complete the intangible asset so that it will be available for use or sale;- The Group has the intention to complete the intangible asset and use or sell it;- The Group can demonstrate the ways in which the intangible asset will generate economic benefits;- The availability of adequate technical, financial and other resources to complete the development and theability to use or sell the intangible asset;- The expenditure attributable to the intangible asset during its development phase can be reliablymeasured.Expenditures that do not meet all of the above conditions at the same time are recognized in profit or losswhen incurred. If the expenditures cannot be distinguished between the research phase and developmentphase, the Group recognizes all of them in profit or loss for the period. Expenditures that have previouslybeen recognized in the profit or loss would not be recognized as an asset in subsequent years. Thoseexpenditures capitalized during the development stage are recognized as development costs incurred andwill be transferred to intangible asset when the underlying project is ready for an intended use.

19. Goodwill

The initial cost of goodwill represents the excess of cost of acquisition over the acquirer’s interest in the fairvalue of the identifiable net assets of the acquiree under a business combination not involving enterprisesunder common control.

Goodwill is not amortized and is stated in the balance sheet at cost less accumulated impairment losses (seeNote III 20 – Impairment of long-term assets). On disposal of an asset group

or a set of asset groups, anyattributable goodwill is written off and included in the calculation of the profit or loss on disposal.

20. Impairment of long-term assets

The Company assesses at each balance sheet date whether there is any indication that the fixed assets,construction in progress, right of use assets, intangible assets with finite useful lives, investment propertiesmeasured at historical cost, investments in subsidiaries, joint ventures and associates may be impaired. Ifthere is any indication that such assets may be impaired, recoverable amounts are estimated for such assets.The recoverable amount of an asset is the higher of its fair value less costs to sell and the present value ofthe future cash flow estimated to be derived from the asset. The Group estimates the recoverable amount onan individual basis. If it is not possible to estimate the recoverable amount of the individual asset, the Groupdetermines the recoverable amount of the asset group to which the asset belongs. Identification of an assetgroup is based on whether major cash inflows generated by the asset group are largely independent of thecash inflows from other assets or asset groups.

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III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

20. Impairment of long-term assets - (cont’d)

Goodwill arising from a business combination is tested for impairment at least at each year end, irrespectiveof whether there is any indication that the asset may be impaired. For the purpose of impairment testing, thecarrying amount of goodwill acquired in a business combination is allocated from the acquisition date on areasonable basis to each of the related asset groups; if it is impossible to allocate to the related asset groups,it is allocated to each of the related set of asset groups. Each of the related asset groups or set of asset groupsis an asset group or set of asset group that is able to benefit from the synergies of the business combinationand shall not be larger than a reportable segment determined by the Group. If the carrying amount of theasset group or set of asset groups is higher than its recoverable amount, the amount of the impairment lossfirst reduced by the carrying amount of the goodwill allocated to the asset group or set of asset groups, andthen the carrying amount of other assets (other than the goodwill) within the asset group or set of asset groups,pro rata based on the carrying amount of each asset.

Once the impairment loss of such assets is recognized, it will not be reversed in any subsequent period.

21. Employee benefits

21.1 Short-term employee benefits

Employee wages or salaries, bonuses, social security contributions, measured on a non-discounted basis, andthe expense is recorded when the related service is provided. A provision for short-term employee benefitsin respect of cash bonuses is recognized in the amount expected to be paid where the Group has a currentlegal or constructive obligation to pay the said amount for services provided by the employee in the past andthe amount can be estimated reliably.

21.2 Post-employment benefits

Post-employment benefits are classified into defined contribution plans and defined benefit plans.

A defined contribution plan is a post-employment benefit plan under which the Group pays contributions toa separate entity and has no legal or constructive obligation to pay further amounts. Obligations forcontributions to defined contribution plans are recognized as an expense in profit or loss in the periods duringwhich related services are rendered by employees.

Defined benefit plans of the Group are post-employment benefit plans other than defined contribution plans.In accordance with the projected unit credit method, the Group measures the obligations under definedbenefit plans using unbiased and mutually compatible actuarial assumptions to estimate related demographicvariables and financial variables, and discount obligations under the defined benefit plans to determine thepresent value of the defined benefit liability. The discount rate used is the yield on the reporting date onhighly-rated corporate debentures denominated in the same currency, that have maturity dates approximatingthe terms of the Group’s obligation.

The Group attributes benefit obligations under a defined benefit plan to periods of service provided byrespective employees. Service cost and interest expense on the defined benefit liability are charged to profitor loss and remeasurements of the defined benefit liability are recognized in other comprehensive income.

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III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

21. Employee benefits - (cont’d)

21.3 Termination benefits

When the Group terminates the employment with employees or provides compensation under an offer toencourage employees to accept voluntary redundancy, a provision is recognized with a correspondingexpense in profit or loss at the earlier of the following dates:

- When the Group cannot unilaterally withdraw the offer of termination benefits because of an employeetermination plan or a curtailment proposal.- When the Group has a formal detailed restructuring plan involving the payment of termination benefitsand has raised a valid expectation in those affected that it will carry out the restructuring by starting toimplement that plan or announcing its main features to those affected by it.If the benefits are payable more than 12 months after the end of the reporting period, they are discounted totheir present value. The discount rate used is the yield on the reporting date on highly-rated corporatedebentures denominated in the same currency, that have maturity dates approximating the terms of theGroup’s obligation.

21.4 Other long-term employee benefits

The Group’s net obligation for long-term employee benefits, which are not attributable to post-employmentbenefit plans, is for the amount of the future benefit to which employees are entitled for services that wereprovided during the current and prior periods.

The amount of these benefits is discounted to its present value and the fair value of the assets related to theseobligations is deducted therefrom. The discount rate used is the yield on the reporting date on highly-ratedcorporate debentures denominated in the same currency, that have maturity dates approximating the termsof the Group’s obligation.

22. Share-based payment

Share-based payment refers to the transaction in order to acquire the service offered by the employees orother parties that grants equity instruments or liabilities on the basis of the equity instruments. Share-basedpayment classified into equity-settled share-based payment and cash-settled share-based payment.

22.1 Cash-settled share-based payment

The cash-settled share-based payment should be measured according to the fair value of the liabilitiesrecognized based on the shares or other equity instrument undertaken by the Company. For cash-settledshare-based payment made in return for the rendering of employee services that cannot be exercised untilthe services are fully provided during the vesting period or specified performance targets are met, on eachbalance sheet date within the vesting period, the services acquired in the current period shall, based on thebest estimate of the number of exercisable instruments, be recognized in relevant expenses and thecorresponding liabilities at the fair value of the liability incurred by the Company.

On each balance sheet date and the settlement date before the settlement of the relevant liabilities, theCompany should re-measure the fair value of the liabilities and the changes should be included in the currentperiod profit and loss.

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III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

23. Provisions

Provisions are recognized when the Group has a present obligation related to a contingency, it is probablethat an outflow of economic benefits will be required to settle the obligation, and the amount of the obligationcan be measured reliably.

The amount recognized as a provision is the best estimate of the consideration required to settle the presentobligation at the settlement date, taking into account factors pertaining to a contingency such as the risks,uncertainties and time value of money. Where the effect of the time value of money is material, the amountof the provision is determined by discounting the related future cash outflows. The increase in the provisiondue to passage of time is recognized as interest expense.

If all or part of the provision settlements is reimbursed by third parties, when the realization of income isvirtually certain, then the related asset should be recognized. However, the amount of related assetrecognized should not be exceeding the respective provision amount.

At the balance sheet date, the amount of provision should be re-assessed to reflect the best estimation then.

24. Revenue

Revenue of the Group is mainly from sale of goods.

The Group recognizes revenue when transferring goods to a customer, at the amount of the transaction price.Goods are considered transferred when the customer obtains control of the goods. Transaction price is theamount of consideration to which an entity expects to be entitled in exchange for transferring goods to acustomer, excluding amounts collected on behalf of third parties.

Significant financing component

For a contract with a significant financing component, the Group recognize revenue at an amount that reflectsthe price that a customer would have paid for the goods if the customer had paid cash for those goods atreceipt. The difference between the amount of consideration and the cash selling price of the goods, isamortized in the contract period using effective interest rate. The Group does not adjust the amount ofconsideration for the effects of a significant financing component if the Group expects, at contract inception,that the period between when the entity transfers a good to a customer and when the customer pays for thatgood will be one year or less.

Sale with a right of return

For sale with a right of return, the Group recognizes revenue at the amount of consideration to which theGroup expects to be entitled (ie excluding the products expected to be returned). For any amounts received(or receivable) for which an entity does not expect to be entitled, the entity shall not recognize revenue whenit transfers products to customers but shall recognize those amounts received (or receivable) as a refundliability. An asset recognized for the Group’s right to recover products from a customer on settling a refundliability shall initially be measured by reference to the former carrying amount of the product less anyexpected costs to recover those products.

ADAMA Ltd.(Expressed in RMB '000)

Notes to the Financial Statements

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III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

25. Government grants

Government grants are transfer of monetary assets and non-monetary assets from the government to theGroup at no consideration, including tax returns, financial subsidies and so on. A government grant isrecognized only when the Group can comply with the conditions attached to the grant and the Group willreceive the grant.

If a government grant is in the form of a transfer of a monetary asset, it is measured at the amount receivedor receivable. If a government grant is in the form of a non-monetary asset, it is measured at fair value. Ifthe fair value cannot be reliably determined, it is measured at a nominal amount.

Government grants are either related to assets or income.

(1) The basis of judgment and accounting method of the government grants related to assets

Government grants obtained for acquiring long-term assets are government grants related to assets. Agovernment grant related to an asset is offset with the cost of the relevant asset.

(2) The basis of judgment and accounting method of the government grants related to income

For a government grant related to income, if the grant is a compensation for related expenses or losses to beincurred in subsequent periods, the grant is recognized as deferred income, and recognized in profit or lossover the periods in which the related costs are recognized. If the grant is a compensation for related expensesor losses already incurred, the grant is recognized immediately in profit or loss for the period.

Government grants related to the Group’s normal course of business are offset with related costs andexpenses. Government grants related that are irrelevant with the Groups’s normal course of business areincluded in non-operating gains.

26. Current and deferred tax

The income tax expenses include current income tax and deferred income tax.

26.1 Current income tax

At the balance sheet date, current income tax liabilities (or assets) for the current and prior periods aremeasured at the amount expected to be paid (or recovered) according to the requirements of tax laws.

26.2 Deferred tax assets and deferred tax liabilities

Temporary differences are differences between the carrying amounts of certain assets or liabilities and theirtax base.

All taxable temporary differences are recognized as related deferred tax liabilities. Deferred tax assets arerecognized to the extent that it is probable that future taxable profits will be available against which thedeductible losses and tax credits can be utilized.

ADAMA Ltd.(Expressed in RMB '000)

Notes to the Financial Statements

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III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

26. Current and deferred tax - (cont’d)

26.2 Deferred tax assets and deferred tax liabilities - (cont’d)

For deductible losses and tax credits that can be carried forward, deferred tax assets are recognized to theextent that it is probable that future taxable profits will be available against which the deductible losses andtax credits can be utilized. However, for deductible temporary differences associated with the initialrecognition of goodwill and the initial recognition of an asset or liability arising from a transaction (not abusiness combination) that affects neither the accounting profit nor taxable profits (or deductible losses) atthe time of transaction, no deferred tax asset or liability is recognized.

At the balance sheet date, deferred tax assets and liabilities are measured at the tax rates, according to taxlaws, that are expected to apply in the period in which the asset is realized or the liability is settled.

Deferred tax liabilities are recognized for taxable temporary differences associated with investments insubsidiaries and associates, and interests in joint ventures, except where the Group is able to control thetiming of the reversal of the temporary difference and it is probable that the temporary difference will notreverse in the foreseeable future.

The Group may be required to pay additional tax in case of distribution of dividends by the Group companies.This additional tax was not included in the financial statements, since the policy of the Group is not todistribute in the foreseeable future a dividend which creates a significant additional tax liability.

Except for those current income tax and deferred tax charged to comprehensive income or shareholders’equity in respect of transactions or events which have been directly recognized in other comprehensiveincome or shareholders’ equity, and deferred tax recognized on business combinations, all other currentincome tax and deferred tax items are charged to profit or loss in the current period.

At the balance sheet date, the carrying amount of deferred tax assets is reviewed and reduced if it is no longerprobable that sufficient taxable profits will be available in the future to allow the benefit of deferred taxassets to be utilized. Such reduction is reversed when it becomes probable that sufficient taxable profits willbe available.

26.3 Offset of income tax

When the Group has a legal right to settle current tax assets and liabilities on a net basis, and tax assets andtax liabilities relate to income taxes levied by the same taxation authority on either the same taxable entityor different taxable entities which intend to realize the assets and liabilities simultaneously, current tax assetsand liabilities are offset and presented on a net basis.

When the Group has a legal right to settle deferred tax assets and liabilities on a net basis which relates toincome taxes levied by the same taxation authority, on either the same taxable entity or different taxableentities which intend either to settle current tax assets and liabilities on a net basis or to realize the assets andliabilities simultaneously, in each future period in which significant amounts of deferred tax assets orliabilities are expected to be reversed, deferred tax assets and deferred tax liabilities are offset and presentedon a net basis.

ADAMA Ltd.(Expressed in RMB '000)

Notes to the Financial Statements

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III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

27. Leases

Lease is a contract, that conveys the right to use an asset for a period of time in exchange for consideration.

27.1 Determining whether an arrangement contains a lease

On the inception date of the lease, the Group determines whether the arrangement is a lease or contains alease, while assessing if it conveys the right to control the use of an identified asset for a period of time inexchange for consideration. In its assessment of whether an arrangement conveys the right to control the useof an identified asset, the Group assesses whether it has the following two rights throughout the lease term:

(a) The right to obtain substantially all the economic benefits from use of the identified asset; and(b) The right to direct the identified asset’s use.An arrangement does not contain a lease if an asset is leased for a period of less than 12 months, or to lease ofasset with low economic value.

27.2 Initial recognition of leased assets and lease liabilities

Upon initial recognition, the Group recognizes a liability at the present value of future lease payments(exclude certain variable lease payments, as detailed in note III 27.4), and concurrently the Group recognizesa right-of-use asset at the same amount, adjusted for any prepaid lease payments paid at the lease date orbefore, plus initial direct costs incurred in respect of the lease.

When the interest rate implicit in the lease is not readily determinable, the incremental borrowing rate of thelessee is used.The Group presents right-of-use assets separately from other assets in the balance sheet.

27.3 The lease term

The lease term is the non-cancellable period of the lease plus periods covered by an extension or terminationoption, if it is reasonably certain that the lessee will exercise or not exercise the option, respectively.

If there is a change in the lease term, or in the assessment of an option to purchase the underlying asset, theGroup remeasures the lease liability, on the basis of the revised lease term and the revised discount rate andadjust the right-of-use assets accordingly.

27.4 Variable lease payments

Variable lease payments that depend on an index or a rate, are initially measured using the index or rateexisting at the commencement of the lease. When the cash flows of future lease payments change as theresult of a change in an index or a rate, the balance of the liability is adjusted with a correspondence changein the right-of-use asset.

Other variable lease payments that are not included in the measurement of the lease liability are recognizedin profit or loss in the period in which the condition that triggers payment occurs.

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III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

27. Leases (cont’d)

27.5 Subsequent measurement

After lease commencement, a right-of-use asset is measured on a cost basis less accumulated depreciationand accumulated impairment losses and is adjusted for re-measurements of the lease liability. The asset isdepreciated on a straight-line basis over the useful life or contractual lease period, whichever earlier.

The Group applies ASBE8 Impairment of Assets, to determine whether the right-of-use asset is impairedand to account for any impairment loss identified.

A lease liability is measured after the lease commencement date at amortized cost using the effective interestmethod.

28. Other significant accounting policies and accounting estimates

28.1 Hedging

The Group uses derivative financial instruments to hedge its risks related to foreign currency and inflationrisks and derivatives that are not used for hedging.

Hedge accounting

The Group makes an assessment, both at the inception of the hedge relationship as well as on an ongoingbasis, whether the hedge is expected to be effective in offsetting the changes in the fair value of cash flowsthat can be attributed to the hedged risk during the period for which the hedge is designated.

An effective hedge exists when all of the below conditions are met:

? There is an economic relationship between the hedged item and the hedging instrument;? the effect of credit risk does not dominate the value changes that result from that economicrelationship;? the hedge ratio of the hedging relationship is the same as that resulting from the quantity of thehedged item that the entity actually hedges and the quantity of the hedging instrument that the entityactually uses to hedge that quantity of hedged item.

On the commencement date of the accounting hedge, the Group formally documents the relationship betweenthe hedging instrument and hedged item, including the Group’s risk management objectives and strategy inexecuting the hedge transaction, together with the methods that will be used by the Group to assess theeffectiveness of the hedging relationship.

With respect to a cash-flow hedge, a forecasted transaction that constitutes a hedged item must be highlyprobable and must give rise to exposure to changes in cash flows that could ultimately affect profit or loss.

ADAMA Ltd.(Expressed in RMB '000)

Notes to the Financial Statements

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III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

28. Other significant accounting policies and accounting estimates - (cont’d)

28.2 Hedging (cont’d)

Measurement of derivative financial instruments

Derivative financial instruments are recognized initially at fair value; attributable transaction costs arerecognized in profit or loss as incurred.

Cash-flow hedges

Subsequent to the initial recognition, changes in the fair value of derivatives used to hedge cash flows arerecognized through other comprehensive income directly in a hedging reserve, with respect to the part of thehedge that is effective. Regarding the portion of the hedge that is not effective, the changes in fair value arerecognized in profit and loss. The amount accumulated in the hedging reserve is reclassified to profit andloss in the period in which the hedged cash flows impact profit or loss and is presented in the same line itemin the statement of income as the hedged item.

If the hedging instrument no longer meets the criteria for hedge accounting, expires or is sold, terminated orexercised, the hedge accounting is discontinued. The cumulative gain or loss previously recognized in ahedging reserve through other comprehensive income remains in the reserve until the forecasted transactionoccurs or is no longer expected to occur. If the forecasted transaction is no longer expected to occur, thecumulative gain or loss in respect of the hedging instrument in the hedging reserve is reclassified to profitor loss.

Economic hedge

Hedge accounting is not applied with respect to derivative instruments used to economically hedge financialassets and liabilities denominated in foreign currency or CPI linked. Changes in the fair value of suchderivatives are recognized in profit or loss as gain (loss) from changes in fair value.

Derivatives that are not used for hedging

Changes in the fair value of derivatives that are not used for hedging are recognized in profit or loss as gain(loss) from changes in fair value.

28.3 Securitization of assets

Details of the securitization of asset agreements and accounting policy are set out in Note V.5 - Accountreceivables.

28.4 Segment reporting

Reportable segments are identified based on operating segments which are determined based on the structureof the Group’s internal organization, management requirements and internal reporting system.

ADAMA Ltd.(Expressed in RMB '000)

Notes to the Financial Statements

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III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

28. Other significant accounting policies and accounting estimates - (cont’d)

28.3 Segment reporting - (cont’d)

Two or more operating segments may be aggregated into a single operating segment if the segments havesimilar economic characteristics and are same or similar in respect of the nature of each product and service,the nature of production processes, the type or class of customers for the products and services, the methodsused to distribute the products or provide the services, and the nature of the regulatory environment.

Inter-segment revenues are measured on the basis of actual transaction price for such transactions forsegment reporting. Segment accounting policies are consistent with those for the consolidated financialstatements.

28.4 Profit distributions to shareholders

Dividends which are approved after the balance sheet date are not recognized as a liability at the balancesheet date but are disclosed in the notes separately.

29. Changes in significant accounting policies and accounting estimates

29.1 Changes in significant accounting policies

There are no significant changes in accounting policies in the reporting period.

29.2 Changes in significant accounting estimates

There are no significant changes in accounting estimates in the reporting period.

ADAMA Ltd.(Expressed in RMB '000)

Notes to the Financial Statements

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30. Significant accounting estimates and judgments

The preparation of the financial statements requires management to make estimates and assumptions thataffect the application of accounting policies and the reported amounts of assets, liabilities, income andexpenses. Actual results may differ from these estimates. Estimates as well as underlying assumptions anduncertainties involved are reviewed on an ongoing basis. Revisions to accounting estimates are recognizedin the period in which the estimate is revised and in any future periods affected.

Notes V.34, Note VIII, Note IX and Note XIII contain information about the assumptions and their riskfactors relating to post-employment benefits – defined benefit plans, fair value of financial instruments andshare-based payments. Other key sources of estimation uncertainty are as follows:

30.1 Expected credit loss of trade receivables

As described in Note III.11, trade receivables are reviewed at each balance sheet date to determine whethercredit risk on a receivable has increased significantly since initial recognition, lifetime expected losses isaccrued for impairment provision. Evidence of impairment includes observable data that comes to theattention of the Group about loss events such as a significant decline in the solvency of an individual debtoror the portfolio of debtors, and significant changes in the financial condition that have an adverse effect onthe debtor. If there is objective evidence of a recovery in the value of receivables which can be relatedobjectively to an event occurring after the impairment was recognized, the previously recognized impairmentloss is reversed.

30.2 Provision for impairment of inventories

As described in Note III.12, the net realisable value of inventories is under management’s regular review,and as a result, provision for impairment of inventories is recognized for the excess of inventories’ carryingamounts over their net realisable value. When making estimates of net realisable value, the Group takes intoconsideration the use of inventories held on hand and other information available to form the underlyingassumptions, including the inventories’ market prices and the Group’s historical operating costs. The actualselling price, the costs of completion and the costs necessary to make the sale and relevant taxes may varybased on the changes in market conditions and product saleability, manufacturing technology and the actualuse of the inventories, resulting in the changes in provision for impairment of inventories. The net profit orloss may then be affected in the period when the impairment of inventories is adjusted.

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III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

30. Significant accounting estimates and judgments - (cont’d)

30.3 Impairment of assets other than inventories and financial assets

As described in Note III.20, if impairment indication exists, assets other than inventories and financial assetsare assessed at balance sheet date to determine whether the carrying amount exceeds the recoverable amountof the assets. If any such case exists, an impairment loss is recognized.

The recoverable amount of an asset (or an asset group) is the greater of its fair value less costs to sell and itspresent value of expected future cash flows. Since a market price of the asset (or the asset group) cannot beobtained reliably, the fair value of the asset cannot be estimated reliably, the recoverable amount is calculatedbased on the present value of estimated future cash flows. In assessing the present value of estimated futurecash flows, significant judgements are exercised over the asset’s production, selling price, related operatingexpenses and discount rate to calculate the present value. All relevant materials which can be obtained areused for estimation of the recoverable amount, including the estimation of the production, selling price andrelated operating expenses based on reasonable and supportable assumptions.

30.4 Depreciation and amortisation of assets such as fixed assets and intangible assets

As described in Note III.15 and III.18, assets such as fixed assets and intangible assets are depreciated andamortised over their useful lives after taking into account residual value. The estimated useful lives of theassets are regularly reviewed to determine the depreciation and amortisation costs charged in each reportingperiod. The useful lives of the assets are determined based on historical experience of similar assets and theestimated technical changes. If there have been significant changes in the factors used to determine thedepreciation or amortisation, the rate of depreciation or amortisation is revised prospectively.

30.5 Income taxes and deferred income tax

The Company and Group companies are assessed for income tax purposes in a large number of jurisdictionsand, therefore, Company management is required to use considerable judgment in determining the totalprovision for taxes and attribution of income.

When assessing whether there will be sufficient future taxable profits available against which the deductibletemporary differences can be utilised, the Group recognizes deferred tax assets to the extent that it is probablethat future taxable profits will be available against which the deductible temporary differences can be utilised,using tax rates that would apply in the period when the asset would be utilised. In determining the amountof deferred tax assets, the Group makes reasonable judgements and estimates about the timing and amountof taxable profits to be utilised in the following periods, and of the tax rates applicable in the future accordingto the existing tax policies and other relevant regulations. If the actual timing and amount of future taxableprofits or the actual applicable tax rates differ from the estimates made by management, the differences affectthe amount of tax expenses.

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III SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES - (cont’d)

30. Significant accounting estimates and judgments - (cont’d)

30.6 Contingent liabilities

When assessing the possible outcomes of legal claims filed against the Company and its investee companies,the company positions are based on the opinions of their legal advisors. These assessments by the legaladvisors are based on their professional judgment, considering the stage of the proceedings and the legalexperience accumulated regarding the various matters. Since the results of the claims will be determined bythe courts, the outcomes could be different from the assessments.

In addition to the said claims, the Group is exposed to unasserted claims, inter alia, where there is doubt asto interpretation of the agreement and/or legal provision and/or the manner of their implementation. Thisexposure is brought to the Company’s attention in several ways, among others, by means of contacts madeto Company personnel. In assessing the risk deriving from the unasserted claims, the Company relies oninternal assessments by the parties dealing with these matters and by management, who weigh assessmentof the prospects of a claim being filed, and the chances of its success, if filed. The assessment is based onexperience gained with respect to the filing of claims and the analysis of the details of each claim. By theirnature, in view of the preliminary stage of the clarification of the legal claim, the actual outcome could bedifferent from the assessment made before the claim was filed.

30.7 Employee benefits

The Group’s liabilities for long-term post-employment and other benefits are calculated according to theestimated future amount of the benefit to which the employee will be entitled in consideration for his servicesduring the current period and prior periods. The benefit is stated at present value net of the fair value of theplan’s assets, based on actuarial assumptions. Changes in the actuarial assumptions could lead to materialchanges in the book value of the liabilities and in the operating results.

30.8 Derivative financial instruments

The Group enters into transactions in derivative financial instruments for the purpose of hedging risks relatedto foreign currency and inflationary risks. The derivatives are recorded at their fair value. The fair value ofderivative financial instruments is based on quotes from financial institutions. The reasonableness of thequotes is examined by discounting the future cash flows, based on the terms and length of the period tomaturity of each contract, while using market interest rates of a similar instrument as of the measurementdate. Changes in the assumptions and the calculation model could lead to material changes in the fair valueof the assets and liabilities and in the results.

- 42 -

IV. Taxation

1. Main types of taxes and corresponding tax rates

The income tax rate in China is 25% (2021: 25%). The subsidiaries outside of China are assessed based onthe tax laws in the country of their residence.

Set forth below are the tax rates outside China relevant to the subsidiaries with significant sales to third party:

Name of subsidiaryLocation2022
ADAMA agriculture solutions Ltd.Israel23.0%
ADAMA Makhteshim Ltd.Israel7.5%
ADAMA Agan Ltd.Israel7.5%
ADAMA Brasil S/ABrazil34.0%
Makhteshim Agan of North America Inc.U.S.24.7%
ADAMA India Private LtdIndia25.2%
ADAMA Deutschland GmbHGermany32.5%
Control Solutions Inc.U.S.24.0%
Adama Australia Pty LtdAustralia30.0%
ADAMA France S.A.SFrance27.5%
ADAMA Northern Europe B.V.Netherlands25.0%
ADAMA Italia S.R.L.Italy27.9%
Alligare Inc.U.S.27.5%

The VAT rate of the Group's subsidiaries is in the range between 2.5% to 27%.

ADAMA Ltd.(Expressed in RMB '000)

Notes to the Financial Statements

- 43 -

IV. Taxation - (cont’d)

1. Main types of taxes and corresponding tax rates - (cont’d)

(1) Benefits from High-Tech Certificate

The Company, was jointly approved as new and high-tech enterprise, by the Hubei Provincial Departmentof Science and Technology, Department of Finance of Hubei Province and Hubei Provincial Office of theState Administration of Taxation. The applicable income tax rate from 2020 to 2022 is 15%.

Adama Anpon (Jiangsu) Ltd. (Formally know as Jiangsu Anpon Electrochemical Co. Ltd, hereinafter -“Anpon"), a subsidiary of the Company, was jointly approved as new and high-tech enterprise, by the JiangsuProvincial Department of Science and Technology, Department of Finance of Jiangsu Province and JiangsuProvincial Office of the State Administration of Taxation. The applicable income tax rate from 2021 to 2023is 15%.

(2) Benefits under the Law for the Encouragement of Capital Investments

Industrial enterprises of subsidiaries in Israel were granted “Approved Enterprise” or “Beneficiary Enterprise”status under the Israeli Law for the Encouragement of Capital Investments, 1959. Should a dividend bedistributed from the retained earning produced in which the company was considered as an “ApprovedEnterprise” or “Beneficiary Enterprise”, the company may be liable for tax at the time of distribution.

On December 29, 2010 the Knesset approved the Economic Policy Law for 2011-2012, which includes anamendment to the Law for the Encouragement of Capital Investments - 1959 (hereinafter - “theAmendment”). The Amendment is effective from January 1, 2011 and its provisions apply to preferredincome derived or accrued in 2011 and thereafter by a preferred company, per the definition of these termsin the Amendment.

The Amendment provides that only companies in Development Area A will be entitled to the grants trackand that they will be entitled to receive benefits under this track and under the tax benefits track at the sametime. The tax benefit tracks under the law constitute a preferred enterprise and a special preferred enterprise,which mainly provide a uniform and reduced tax rate for all the company’s income entitled to benefits. Taxrates on preferred income as from 2017 tax year are as follows: 7.5% for Development Area A and 16% forthe rest of the country.

The amendment further determined that no tax shall apply to dividend distributed out of preferred income toIsrael resident company shareholder.

As of the date of the report, all subsidiaries in Israel adopted the amendment and the deferred taxes werecalculated accordingly.

ADAMA Ltd.(Expressed in RMB '000)

Notes to the Financial Statements

- 44 -

IV. Taxation - (cont’d)

1. Main types of taxes and corresponding tax rates - (cont’d)

(2) Benefits under the Law for the Encouragement of Capital Investments - (cont’d)

On December 21, 2016 the Knesset plenum passed the second and third reading of the Economic EfficiencyLaw (Legislative Amendments for Achieving Budget Objectives in the Years 2017 and 2018) – 2016 inwhich the Encouragement Law was also amended (hereinafter: “the Amendment”). The Amendment iseffective as from January 1, 2017 and added new tax benefit tracks for a “preferred technological enterprise”and a “special preferred technological enterprise” which award reduced tax rates to a technological industrialenterprise for the purpose of encouraging activity relating to the development of qualifying intangible assets.

The benefits will be awarded to a “preferred company” that has a “preferred technological enterprise” or a“special preferred technological enterprise” with respect to taxable “preferred technological income” per itsdefinition in the Encouragement Law.

Preferred technological income that meets the conditions required in the law, will be subject to a reducedcorporate tax rate of 12%, and if the preferred technological enterprise is located in Development Area A toa tax rate of 7.5%. Special preferred technological enterprise will be subject to a reduced corporate tax rateof 6% regardless of the development area in which the enterprise is located.

In addition, as part of the amendment, a temporary provision was enacted, valid until June 30, 2021, whichsettles tax benefits continuation on income that is eligible to the Preferred Enterprise tax benefits as at June30, 2016. The Israelis subsidiaries implemented and acted accordance with the temporary provision.

On May 16, 2017 the Knesset Finance Committee approved Encouragement of Capital InvestmentRegulations (Preferred Technological Income and Capital Gain of Technological Enterprise) – 2017(hereinafter: “the Regulations”), which provides rules for applying the “preferred technological enterprise”and “special preferred technological enterprise” tax benefit tracks including the Nexus formula that providesthe mechanism for allocating the technological income eligible for the benefits.

Solutions, through a subsidiary, filed an application to the Israeli Tax Authority for settling its eligibility tothe tax benefits in accordance with the amendment to the Encouragement Law.

On November 15, 2021 the Economic Efficiency Law (Legislative Amendments for the 2021 and 2022Budget Years) – 2021 was published as well as a Temporary Order to the Law for the Encouragement ofCapital Investments – 1959 (hereinafter: “the temporary order”), which offers a reduced tax rate arrangementto companies that received an exemption from corporate tax under the aforesaid law. The temporary orderprovided that companies that choose to apply the temporary order, which is effective until November 14,2022, will be entitled to a reduced tax rate on the “release” of exempt profits (hereinafter: “the beneficiarycorporate tax rate”). The release of exempt profits makes it possible to distribute them at a reduced rate ofcorporate tax at the company level based on the rate of the profits being distributed pursuant to theconditions set forth in the Amendment.

- 45 -

IV. Taxation - (cont’d)

1. Main types of taxes and corresponding tax rates - (cont’d)

(2) Benefits under the Law for the Encouragement of Capital Investments - (cont’d)

The reduced corporate tax rate will be determined according to the rate of exempt profits the companychooses to release from its entire exempt profits, and will be between 40% and 70% of the corporate tax ratethat would have applied to the revenue in the year it was produced if it had not been exempt, but in any eventno less than 6%. Furthermore, a company that chooses to release its exempt profits and pay a beneficiarycorporate tax rate will be required to invest in its enterprise, within a period of 5 years beginning from thetax year it elected, an amount calculated according to a formula provided in the temporary order (30% of theexempt income multiplied by the corporate tax rate and multiplied by the release rate). The investment willbe made in productive assets (with the exclusion of buildings), research and development in Israel andsalaries to new employees of the enterprise. Failure to comply with this condition will require the companyto pay additional corporate tax.

In addition, an amendment was made to Section 74 of the Law for the Encouragement of Capital Investments– 1959 with respect to identifying the sources of dividend distributions as from August 15, 2021.

The amendment requires companies to allocate the sources of dividends between exempt profits and otherprofits, pro-rata, as well as the imposition of corporate tax and withholding tax on dividends accordingly. Itis noted that the amendment to the section may contradict section 72a of the Law, which provides for stabilityin the benefits awarded to companies that chose this track.

As of this date, Solutions is examining the effect of the amendment on its financial position and financialresults. Solutions has not yet decided whether and how much accumulated profits will be “released”. Thus,in these financial statements the aforementioned amendment had no effect on Solutions current and deferredtax balances.

(3) Benefits under the Law for the Encouragement of Industry (Taxes), 1969

Under the Israeli Law for the Encouragement of Industry (Taxes) 1969, Solutions is an Industrial HoldingCompany and some of the subsidiaries in Israel are “Industrial Companies”. The main benefit under this lawis the filing of consolidated income tax returns (Solutions files a consolidated income tax return with AdamaMakhteshim and submission of a consolidated report together with Adama Agan as of 2017), amortizationof know-how over 8 years and higher rates of depreciation.

- 46 -

V. Notes to the consolidated financial statements

1. Cash at Bank and On Hand

June 30December 31
20222021
Cash on hand1,1381,196
Deposits in banks3,189,6045,758,284
Other cash and bank105,79459,355
3,296,5365,818,835
Including cash and bank placed outside China2,288,2054,935,072

As at June 30, 2022 restricted cash and bank balances was 105,794 thousand RMB (as at December 31, 202159,355 thousand RMB) mainly including deposits that guarantee bank acceptance drafts.

2. Financial assets held for trading

June 30December 31
20222021
Bank deposits1,6041,479
1,6041,479

3. Derivative financial assets

June 30December 31
20222021
Economic hedge470,858198,775
Accounting hedge derivatives73,97344,541
544,831243,316

4. Bills Receivable

June 30December 31
20222021
Post-dated checks receivable95,02079,996
Bank acceptance draft1,7721,996
96,79281,992

All bills receivables are due within 1 year.

ADAMA Ltd.(Expressed in RMB '000)

Notes to the Financial Statements

- 47 -

V. Notes to the consolidated financial statements – (cont'd)

5. Accounts Receivable

a. By category

June 30, 2022
Book valueProvision for expected credit losses
AmountPercentage (%)AmountPercentage (%)Carrying amount
Account receivables assessed individually for impairment690,5917224,14132466,450
Account receivables assessed collectively for impairment9,714,7719389,84519,624,926
10,405,362100313,986310,091,376
December 31, 2021
Book valueProvision for expected credit losses
AmountPercentage (%)AmountPercentage (%)Carrying amount
Account receivables assessed individually for impairment290,2243143,82750146,397
Account receivables assessed collectively for impairment8,300,9419784,84518,216,096
8,591,165100228,67238,362,493

b. Aging analysis

June 30, 2022
Within 1 year (inclusive)9,955,745
Over 1 year but within 2 years207,872
Over 2 years but within 3 years46,289
Over 3 years but within 4 years55,859
Over 4 years but within 5 years40,356
Over 5 years99,241
10,405,362

- 48 -

V. Notes to the consolidated financial statements – (cont'd)

5. Accounts Receivable – (cont'd)

Main groups of account receivables assessed collectively for impairment based on geographicallocation:

Geographical location A:

Account receivables in geographical location A are grouped based on similar credit risk:

June 30, 2022
Book valueProvision for expected credit lossPercentage (%)
Credit group A1,445,4124,8620.34
Credit group B725,9316,2820.9
Credit group C162,0587,0704.4
Credit group D33,0346892.1
2,366,43518,9030.8

Geographical location B:

Account receivables in geographical location B are grouped based on aging analysis:

June 30, 2022
Book valueProvision for expected credit lossPercentage (%)
Accounts receivable that are not overdue612,0845,4380.89
Debts overdue less than 60 days24,0137203
Debts overdue less than 180 days but more than 60 days30,3783,10510
Debts overdue above 180 days15,6566,26240
Legal Debtors39,19039,190100
721,32154,7157.6

Other geographical locations:

June 30, 2022
Book valueProvision for expected credit lossPercentage (%)
Other account receivables assessed collectively for impairment6,627,01516,2270.24

- 49 -

V. Notes to the consolidated financial statements – (cont'd)

5. Accounts Receivable – (cont'd)

c. Addition, written-back and written-off of provision for expected credit losses during the period

Lifetime expected credit loss (credit losses has not occurred)Lifetime expected credit loss (credit losses has occurred)Total
January 1, 202236,094192,578228,672
Addition (write back) during the period, net2,26662,43764,703
Write-off during the period(17)6,0256,008
Exchange rate effect2,23112,37214,603
Balance as of June 30, 202240,574273,412313,986

d. Five largest accounts receivable at June 30, 2022:

NameClosing balanceProportion of Accounts receivable (%)Allowance of expected credit losses (credit losses has occurred)
Customer 1272,7243-
Customer 2131,9061-
Customer 3127,4901-
Customer 484,926114,000
Customer 570,7851-
Total687,831714,000

e. Derecognition of accounts receivable due to transfer of financial assets

Certain subsidiaries of the group entered into a securitization transaction with Rabobank International forsale of trade receivables (hereinafter – “the Securitization Program” and/or “the Securitization Transaction”).

Pursuant to the Securitization Program, the companies will sell their trade receivables debts, in variousdifferent currencies, to a foreign company that was set up for this purpose and that is not owned by theAdama Ltd. (hereinafter – “the Acquiring Company”). Acquisition of the trade receivables by the AcquiringCompany is financed by Cooperative Rabobank U.A..

The trade receivables included as part of the Securitization Transaction are trade receivables that meet thecriteria provided in the agreement.

Every year the credit facility is re approved in accordance with the Securitization Program. As at the reportdate, the Securitization agreement was approved up to October 31, 2022.

- 50 -

V. Notes to the consolidated financial statements – (cont'd)

5. Accounts Receivable – (cont'd)

e. Derecognition of accounts receivable due to transfer of financial assets - (cont'd)

The maximum scope of the securitization is adjusted for the seasonal changes in the scope of the Company’sactivities, as follows: during the months March through June the maximum scope of the securitization is$350 million (as of June 30, 2022 – 2,349 million RMB), during the months July through September themaximum scope of the securitization is $300 million (as of June 30, 2022 – 2,013 million RMB) and duringthe months October through February the maximum scope of the securitization is $250 million (as of as ofJune 30, 2022 – 1,678 million RMB). In addition the company has uncommitted facility of $50 million (asof as of June 30, 2022 - 336 million RMB) which will be applicable each period. The proceeds received fromthose customers whose debts were sold are used for acquisition of new trade receivables.

The price at which the trade receivables debts are sold is the amount of the debt sold less a discount calculatedbased on, among other things, the expected length of the period between the date of sale of the tradereceivable and its anticipated repayment date. In the month following acquisition of the debt, the AcquiringCompany pays in cash most of the debt while the remainder is recorded as a subordinated note and ascontinuing involvement that is paid after collection of the debt sold. If the customer does not pay its debt onthe anticipated repayment date, the Company bears interest up to the earlier of the date on which the debt isactually repaid or the date on which debt collection is transferred to the insurance company (the actual costsare not significant and are not expected to be significant).

The Acquiring Company bears 95% of the credit risk in respect of the customers whose debts were sold andwill not have a right of recourse to the Company in respect of the amounts paid in cash, except regardingdebts with respect to which a commercial dispute arises between the companies and their customers, that is,a dispute the source of which is a claim of non-fulfillment of an obligation of the seller in the supplyagreement covering the product, such as: a failure to supply the correct product, a defect in the product,delinquency in the supply date, and the like.

The Acquiring Company appointed a policy manager who will manage for it the credit risk involved withthe trade receivables sold, including an undertaking with an insurance company.

Pursuant to the Receivables Servicing Agreement, the Group subsidiaries handle collection of the tradereceivables as part of the Securitization Transaction for the benefit of the Acquiring Company.

As part of the agreement, Solutions is committed to comply with certain financial covenants, mainly the ratioof the liabilities to equity and profit ratios. As of June 30, 2022, Solutions was in compliance with thefinancial covenants.

The accounting treatment of sale of the trade receivables included as part of the Securitization Program is:

The Company is not controlling the Acquiring Company, therefore the Acquiring Company is notconsolidated in the financial statements.

The Company continues to recognize the trade receivables included in the Securitization Program based onthe extent of its continuing involvement therein.

In respect of the part of the trade receivables included in the securitization Program with respect to whichcash proceeds were not yet received, however regarding which the Company has transferred the credit risk,a subordinated note is recorded.

The continuing involvement and subordinated note recorded in the balance sheet as part of the “otherreceivables” line item.

ADAMA Ltd.(Expressed in RMB '000)

Notes to the Financial Statements

- 51 -

V. Notes to the consolidated financial statements – (cont'd)

5. Accounts Receivable – (cont'd)

e. Derecognition of accounts receivable due to transfer of financial assets - (cont'd)

The loss from sale of the trade receivables is recorded at the time of sale in the statement of income in the“financing expenses”.

The Company’s subsidiary in Brazil (hereinafter - “the subsidiary”) entered into a securitization agreementwith Rabobank Brazil for sale of trade receivables. Under the agreement, the subsidiary will sell its tradereceivables to a securitization structure (hereinafter - “the entity”) that was formed for this purpose wherethe subsidiary has subordinate rights of 5% of the entity's capital.

As at the report date, the subsidiary agreement was approved up to September 24, 2022. The maximumsecuritization scope as of June 30, 2022 is BRL 500 million (RMB 641 million).

On the date of the sale of the trade receivables, the entity pays the full amount which is the debt amount soldnet of discount calculated, among others, over the expected length of the period between the date of sale ofthe customer receivable and its anticipated repayment date.

The entity bears 95% of the credit risk in respect of the customers whose debts were sold such that the entityhas the right of recourse of 5% of the unpaid amount. The subsidiary has a pledged deposit with regards tothe entity's right of recourse.

The subsidiary continues to recognize the trade receivables sold to the entitiy based on the extent of itscontinuing involvement therein (5% right of recourse) and also recognizes an associated liability in the sameamount.

During the fourth quarter of 2021, the subsidiary has entered into an additional securitization agreement withItau Bank and Farm investments, for sale of trade receivables to a securitization structure that was formedfor this purpose where the subsidiary has mezzanine quotes of 10.5% of the entity's capital.

As at the report date, the subsidiary agreement was approved up to November 10, 2025. The agreement hasa maximum scope of BRL 306 million (RMB 392 million).

The entity bears 100% of the credit risk in respect of the customers whose debts were sold (non-recourse),therefore the subsidiary has no continuing involvement in the those account receivables sold.

In both agreements, the subsidiary handles the collection of receivables included in the securitization for theentities.

The subsidiary does not control the entities and therefore the entities are not consolidated in the group'sfinancial statements.

The loss from the sale of the trade receivables is recorded at the time of sale to profit and loss under financingexpenses.

- 52 -

V. Notes to the consolidated financial statements – (cont'd)

6. Accounts Receivable – (cont'd)

f. Derecognition of accounts receivable due to transfer of financial assets - (cont'd)

June 30December 31
20222021
Accounts receivables derecognized2,962,111
2,899,622
Continuing involvement115,637117,995
Subordinated note in respect of trade receivables397,147388,631
Liability in respect of trade receivables191,30298,836
Six months ended June 30
20222021
Loss in respect of sale of trade receivables70,12315,403

7. Receivables financing

June 30December 31
20222021
Bank acceptance draft78,634120,157
78,634120,157

As at June 30, 2022, bank acceptance endorsed but not yet due amounts to 769,413 thousands RMB.

8. Prepayments

(1) The aging analysis of prepayments is as follows:

June 30December 31
20222021
AmountPercentage (%)AmountPercentage (%)
Within 1 year (inclusive)375,45397368,56597
Over 1 year but within 2 years (inclusive)12,00538,8502
Over 2 years but within 3 years (inclusive)609-429-
Over 3 years1,075-1,9441
389,142100379,788100

(2) Total of five largest prepayments by debtor at the end of the period:

AmountPercentage of prepayments (%)
June 30, 2022104,22027

- 53 -

V. Notes to the consolidated financial statements – (cont'd)

9. Other Receivables

(1) Other receivables by nature

June 30December 31
20222021
Dividends receivable1,5781,599
Others850,830690,340
852,408691,939

a. Others breakdown by categories

June 30December 31
20222021
Trade receivables as part of securitization transactions not yet eliminated115,637117,995
Subordinated note in respect of trade receivables397,147388,631
Financial institutions32,805-
Receivables in respect of disposal of fixed assets9,31319,940
Other340,974174,624
Sub total895,876701,190
Provision for expected credit losses - other receivables(45,046)(10,850)
850,830690,340

b. Other receivables by aging

June 30
2022
Within 1 year (inclusive)855,008
Over 1 year but within 2 years1,763
Over 2 years but within 3 years18,201
Over 3 years but within 4 years2,040
Over 4 years but within 5 years268
Over 5 years18,596
895,876

ADAMA Ltd.(Expressed in RMB '000)

Notes to the Financial Statements

- 54 -

V. Notes to the consolidated financial statements – (cont'd)

8. Other Receivables - (cont'd)

(2) Additions, recovery or reversal and written-off of provision for expected credit losses during theperiod:

Six months ended
June 30, 2022
Balance as of January 1 2022,10,850
Addition during the period32,817
Written back during the period(395)
Write-off during the period(3)
Exchange rate effect1,777
Balance as of June 30, 202245,046

(3) Five largest other receivables at June 30, 2022:

NameClosing balanceProportion of other receivables (%)Allowance of expected credit losses
Party 1397,14744.3-
Party 291,67110.2-
Party 332,8053.7-
Party 416,6581.9-
Party 513,5811.5-
Total551,86261.6-

9. Inventories

(1) Inventories by category:

June 30, 2022
Book valueProvision for impairmentCarrying amount
Raw materials6,042,39626,4016,015,995
Work in progress677,2483,812673,436
Finished goods8,593,829191,8188,402,011
Others486,5619,372477,189
15,800,034231,40315,568,631
December 31, 2021
Book valueProvision for impairmentCarrying amount
Raw materials4,217,04926,5144,190,535
Work in progress766,65016,647750,003
Finished goods6,545,536139,3076,406,229
Others415,04711,652403,395
11,944,282194,12011,750,162

- 55 -

V. Notes to the consolidated financial statements – (cont'd)

9. Inventories - (cont'd)

(2) Provision for impairment of inventories:

For the six months ended June 30, 2022

January 1, 2022ProvisionReversal or write-offOtherJune 30, 2022
Raw material26,51418,474(19,864)1,27726,401
Work in progress16,647743(13,615)373,812
Finished goods139,30790,662(48,889)10,738191,818
Others11,652687(3,377)4109,372
194,120110,566(85,745)12,462231,403

10. Other Current Assets

June 30December 31
20222021
Deductible VAT642,921615,406
Current tax assets202,723158,440
Short term investments179,349121,629
Others57,96542,978
1,082,958938,453

11. Long-Term Receivables

June 30December 31
20222021
Long term account receivables from sale of goods58,30956,234
58,30956,234

- 56 -

V. Notes to the consolidated financial statements – (cont'd)

12. Long-Term Equity Investments

(1) Long-term equity investments by category:

June 30December 31
20222021
Investments in Joint ventures520,0815,335
520,0815,335

(2) Movements of long-term equity investments for the period are as follows:

January 1, 2022Investment incomeOther Comprehensive incomeDeclared distribution of cash dividendconsolidation scopeBalance at the end of the period
Joint ventures
Investee A2,227234123--2,584
Investee B13,1084,4721,754(1,410)-17,924
Sub-total15,3354,7061,877(1,410)-20,508

13. Other equity investments

Dividend received during 2022
June 30, 2022December 31, 2021
Investment A84,72084,720-
Investment B69,22865,765-
Investment C1,7181,633-
155,666152,118-

Other equity investments are non-core businesses that are intended to be held in the foreseeable future.

ADAMA Ltd.(Expressed in RMB '000)

Notes to the Financial Statements

- 57 -

V. Notes to the consolidated financial statements – (cont'd)

14. Fixed assets

Land & BuildingsMachinery & equipmentMotor vehiclesOffice & other equipmentTotal
Cost
Balance as at January 1, 20223,825,67615,410,751120,698375,44219,732,567
Purchases32,716100,94720,21625,982179,861
Transfer from construction in progress170,267674,646-1,801846,714
Reclassification to construction in progress-(252,941)--(252,941)
Disposals(182,047)(737,979)(6,924)(5,788)(932,738)
Currency translation adjustment82,534532,90810,92814,518640,888
Balance as at June 30, 20223,929,14615,728,332144,918411,95520,214,351
Accumulated depreciation
Balance as at January 1, 2022(1,734,850)(9,079,083)(66,602)(299,595)(11,180,130)
Charge for the period(66,004)(406,740)(9,596)(17,135)(499,475)
Disposals141,128584,6576,1055,431737,321
Reclassification to construction in progress-21,992--21,992
Currency translation adjustment(43,770)(331,341)(4,675)(11,576)(391,362)
Balance as at June 30, 2022(1,703,496)(9,210,515)(74,768)(322,875)(11,311,654)
Provision for impairment
Balance as at January 1, 2022(155,563)(347,068)(646)(770)(504,047)
Charge for the period-(1,435)(9)(178)(1,622)
Disposals40,887153,343-14194,244
Transfer from construction in progress-(3,808)--(3,808)
Currency translation adjustment(338)(3,798)-(12)(4,148)
Balance as at June 30, 2022(115,014)(202,766)(655)(946)(319,381)
Carrying amounts
As at June 30, 20222,110,6366,315,05169,49588,1348,583,316
As at January 1, 20221,935,2635,984,59953,45075,0778,048,389

The lands reported as fixed assets are owned by the group subsidiaries and are located outside of China.

- 58 -

V. Notes to the consolidated financial statements - (cont'd)

15. Construction in Progress

(1) Construction in progress

June 30December 31
20222021
Book valueProvision for impairmentCarrying amountBook valueProvision for impairmentCarrying amount
2,681,642(30,907)2,650,7352,164,394(20,994)2,143,400

(1) Details and Movements of major construction projects in progress during period ended June 30, 2022

BudgetJanuary 1, 2022AdditionsIncluding: Interest capitalizedCurrency translation differencesTransfer to fixed assetsJune 30, 2022Actual cost to budget (%)Project progress (%)Source of funds
Project A1,509,420332,72217,7381,195-(341,764)8,69686%86%Bank loan
Project B765,314215,571137,6571,995--353,22846%46%Bank loan
Project C512,550174,55487,383-12,298-274,23554%54%Internal finance
Project D477,805243,367133,04214,20017,543-393,95282%82%Internal finance
Project E297,852105,346155,6218,28911,080-272,04791%91%Internal finance
Project F194,604124,65965,750--(21,394)169,01587%87%Internal finance
Project G155,03321,92057,6032,2683,202-82,72596%96%Internal finance
Project H140,939100,25629,881-6,341-136,47897%97%Internal finance
Project I138,00099,6154,505--(104,120)-100%100%Internal finance
Project J96,40173,244---(73,244)-100%100%Internal finance
Project K82,24781,1312,723--(83,854)-100%100%Internal finance
Project LUnder re-evalution22,016251,132- ---273,148--Internal finance

* As of June 30, 2022 Project B and Project F are include impairment of RMB 14 million and 17 million , respectively.

- 59 -

V. Notes to the consolidated financial statements - (cont'd)

16. Right-of-use assets

Land & BuildingsMachinery & equipmentMotor vehiclesOffice & other equipmentTotal
Cost
Balance as at January 1, 2022493,03244,259258,1114,188799,590
Additions59,0291338,095-97,137
Disposals(28,166)(298)(49,016)(298)(77,778)
Currency translation adjustment16,5532,28110,95918429,977
Balance as at June 30, 2022540,44846,255258,1494,074848,926
Accumulated depreciation
Balance as at January 1, 2022(201,150)(17,393)(115,455)(1,677)(335,675)
Charge for the period(40,757)(551)(39,035)(557)(80,900)
Disposals21,28429844,83529866,715
Currency translation adjustment(7,603)(898)(4,859)(77)(13,437)
Balance as at June 30, 2022(228,226)(18,544)(114,514)(2,013)(363,297)
Provision for impairment
Balance as at January 1, 2022-----
Balance as at June 30, 2022-----
Carrying amounts
As at June 30, 2022312,22227,711143,6352,061485,629
As at January 1, 2022291,88226,866142,6562,511463,915

ADAMA LTD.(Expressed in RMB '000)Notes to the Financial Statements

- 60 -

V. Notes to the consolidated financial statements - (cont'd)

17. Intangible Assets

(1) Include land parcel in Israel that has not yet been registered in the name of the Group subsidiaries at the Land Registry Office, mostly due to registration procedures or technical problems.

(2) Mainly non-compete and exclusivity agreements.

Product registrationProductsSoftwareMarketing rights, tradename and trademarksCustomers relationsLand use rights (1)Others(2)Total
Costs
Balance as at January 1, 202210,793,8473,828,805998,213726,947538,239498,177536,69117,920,919
Purchases183,431-59,561568-7,1359,643260,338
Currency translation adjustment557,774201,59949,22937,90122,4441,86217,577888,386
Transfer from construction in progress--------
Disposal(2,819)----(950)-(3,769)
Balance as at June 30, 202211,532,2334,030,4041,107,003765,416560,683506,224563,91119,065,874
Accumulated amortization
Balance as at January 1, 2022(8,214,576)(2,649,128)(596,197)(457,479)(249,305)(82,720)(215,008)(12,464,413)
Charge for the period(253,627)(108,562)(39,489)(11,835)(19,046)(5,151)(15,677)(453,387)
Currency translation adjustment(438,424)(143,344)(30,515)(24,192)(12,737)(1,474)(10,503)(661,189)
Disposal2,670----340-3,010
Balance as at June 30, 2022(8,903,957)(2,901,034)(666,201)(493,506)(281,088)(89,005)(241,188)(13,575,979)
Provision for impairment
Balance as at January 1, 2022(82,278)(47,690)----(250)(130,218)
Charge for the period-(4,193)-----(4,193)
Currency translation adjustment(4,333)(2,661)-----(6,994)
Balance as at June 30, 2022(86,611)(54,544)----(250)(141,405)
Carrying amount
As at June 30, 20222,541,6651,074,826440,802271,910279,595417,219322,4735,348,490
As at January 1, 20222,496,9932,496,993402,016269,468288,934415,457321,4335,326,288

- 61 -

V. Notes to the consolidated financial statements - (cont'd)

18. Goodwill

Changes in goodwill

The Group allocates goodwill to two cash generating units ("CGU"), Crop Protection (Agro) and a non-coreactivity included in the Intermediates and ingredients segment. At the end of the year, or more frequently whetherindicators for impairment exists, the Group estimates the recoverable amount of each CGU for which goodwillhas been allocated to using the DCF model based on the Group business plan. The discount rate used in the DCFmodel is determined based on the company's cost of equity and cost of debt, taking into account the comprehensiverisk factors.

As of December 31, 2021 the fair value of the cash generating units to which goodwill has been allocated toexceeds its carrying amount.

January 1, 2022Change during the year (*)Currency translation adjustmentBalance at June 30, 2022
Book value4,409,599-225,4824,635,081
Impairment provision----
Carrying amount4,409,599-225,4824,635,081

19. Deferred Tax Assets and Deferred Tax Liabilities

(1) Deferred tax assets without taking into consideration of the offsetting of balances within the sametax jurisdiction

June 30December 31
20222021
Deductible temporary differencesDeferred tax assetsDeductible temporary differencesDeferred tax assets
Deferred tax assets
Deferred tax assets in respect of carry forward losses1,236,551180,1641,378,984197,354
Deferred tax assets in respect of inventories1,930,617547,5591,117,094294,043
Deferred tax assets in respect of employee benefits857,197136,4061,009,387150,742
Other deferred tax asset1,738,906442,0361,375,455331,258
5,763,2711,306,1654,880,920973,397

- 62 -

V. Notes to the consolidated financial statements - (cont'd)

19. Deferred Tax Assets and Deferred Tax Liabilities - (cont’d)

(2) Deferred tax liabilities without taking into consideration of the offsetting of balances within thesame tax jurisdiction

June 30December 31
20222021
Taxable temporary differencesDeferred tax liabilitiesTaxable temporary differencesDeferred tax liabilities
Deferred tax liabilities
Deferred tax liabilities in respect of fixed assets and intangible assets3,388,980625,5133,392,987630,460
3,388,980625,5133,392,987630,460

(3) Deferred tax assets and deferred tax liabilities presented on a net basis after offsetting

June 30December 31
20222021
The offset amount of deferred tax assets and liabilitiesDeferred tax assets or liabilities after offsetThe offset amount of deferred tax assets and liabilitiesDeferred tax assets or liabilities after offset
Presented as:
Deferred tax assets233,0681,073,097250,322723,075
Deferred tax liabilities233,068392,445250,322380,138

(4) Details of unrecognized deferred tax assets

June 30December 31
20222021
Deductible temporary differences446,259496,972
Deductible losses carry forward352,466308,812
798,725805,784

(5) Expiration of deductible tax losses carry forward for unrecognized deferred tax assets

June 30December 31
20222021
20221,6631,596
20232,1512,068
202420,06719,063
20259,2555,751
20266,1415,834
After 2027313,189274,500
352,466308,812

- 63 -

V. Notes to the consolidated financial statements - (cont'd)

19. Deferred Tax Assets and Deferred Tax Liabilities - (cont'd)

(6) Unrecognized deferred tax liabilities

When calculating the deferred taxes, taxes that would have applied in the event of realizing investmentsin subsidiaries were not taken into account since it is the Company’s intention to hold these investmentsand not realize them.

20. Other Non-Current Assets

June 30December 31
20222021
Judicial deposits142,349115,649
Assets related to securitization75,79274,169
Advances in respect of non-current assets80,928165,555
Others193,401149,252
492,470504,625

21. Short-Term Loans

Short-term loans by category:

June 30December 31
20222021
Unsecured loans1,635,446874,755
1,635,446874,755

22. Derivative financial liabilities

June 30December 31
20222021
Economic hedge524,502167,987
Accounting hedge derivatives111,1418,219
635,643176,206

ADAMA Ltd.(Expressed in RMB '000)

Notes to the Financial Statements

- 64 -

V. Notes to the consolidated financial statements - (cont'd)

23. Bills Payables

June 30December 31
20222021
Post-dated checks payables537,013371,467
Note payables draft164,751121,909
701,764493,376

As at June 30, 2022, none of the bills payable are overdue.

24. Accounts payable

June 30December 31
20222021
Within 1 year (including 1 year)7,709,0986,238,230
1-2 years (including 2 years)91,45630,707
2-3 years (including 3 years)7,2123,181
Over 3 years18,71722,045
7,826,4836,294,163

There are no significant accounts payables aging over one year.

25. Contract liabilities

June 30December 31
20222021
Discount for customers1,139,256763,964
Advances from customers303,342617,347
1,442,5981,381,311

26. Employee Benefits Payable

June 30December 31
20222021
Short-term employee benefits619,193852,806
Post-employment benefits36,55844,260
Share based payment (See note XIII)148,402112,176
Other benefits within one year209,811205,562
1,013,9641,214,804
Current maturities27,189175,33
1,041,1531,247,979

ADAMA Ltd.(Expressed in RMB '000)

Notes to the Financial Statements

- 65 -

V. Notes to the consolidated financial statements - (cont'd)

27. Taxes Payable

June 30December 31
20222021
Corporate income tax211,763174,705
VAT219,790153,336
Others27,40240,641
458,955368,682

28. Other Payables

June 30December 31
20222021
Dividends payables750750
Other payables1,757,4811,341,438
1,758,2311,342,188

(1) Other payables

June 30December 31
20222021
Accrued expenses747,705621,024
Payables in respect of intangible assets118,792115,987
Financial institutions111,9336,127
Liability in respect of securitization transactions191,30298,836
Hold-back payment due to acquistions254,000254,000
Others333,749245,464
1,757,4811,341,438

As at June 30, 2022, the Group did not have any significant other payables overdue.

29. Non-Current Liabilities Due Within One Year

Non-current liabilities due within one year by category are as follows:

June 30December 31
20222021
Long-term loans due within one year965,6291,099,643
Lease liabilities due within one year135,085139,162
Debentures payable due within one year536,959556,949
1,637,6731,795,754

ADAMA Ltd.(Expressed in RMB '000)

Notes to the Financial Statements

- 66 -

V. Notes to the consolidated financial statements - (cont'd)

30. Other Current Liabilities

June 30December 31
20222021
Put options to holders of non-controlling interests176,637170,422
Provision in respect of returns187,530196,831
Provision in respect of claims37,90745,293
Others349363
402,423412,909

31. Long-Term Loans

Long-term loans by category

June 30December 31
2022Interest range2021Interest range
Long term loans
Guaranteed loans410,1541.1%-4.89%415,8873.95% - 4.1%
Unsecured loans4,847,6533.75%-4.05%4,182,6681.36% - 4.05%
Total Long term loans5,257,8074,598,555
Less: Long term loans from banks due within 1 year(965,629)(1,099,643)
Long term loans, net4,292,1783,498,912

* For more detailes regarding the guaranteed loans – see note X. related parties and related partiestransactions.For the maturity analysis, see note VIII.C - Liquidity risk.

32. Debentures Payable

June 30December 31
20222021
Debentures Series B8,054,2318,354,080
Current maturities(536,959)(556,949)
7,517,2727,797,131
June 30
2022
First year (current maturities)536,959
Second year536,959
Third year536,959
Fourth year536,959
Fifth year and thereafter5,906,395
8,054,231

- 67 -

V. Notes to the consolidated financial statements - (cont'd)

32. Debentures Payable - (cont'd)

Movements of debentures payable:

For the year ended June 30, 2022:

Maturity periodFace value in RMBFace value NISIssuance dateMaturity periodIssuance amountBalance at January 1, 2022Amortization of discounts or premiumCPI and exchange rate effectduring the periodCurrency translation adjustmentBalance at June 30, 2022
Debentures Series B2,673,6401,650,0004.12.2006November 2020-20363,043,7423,502,632117(303,233)-178,4863,378,002
Debentures Series B843,846513,52716.1.2012November 2020-2036842,5791,046,3354,980(90,871)-53,5011,013,945
Debentures Series B995,516600,0007.1.2013November 2020-20361,120,3391,296,9512,173(112,211)-66,1731,253,086
Debentures Series B832,778533,3301.2.2015November 2020-20361,047,4391,215,910(1,345)(105,214)-61,9091,171,260
Debentures Series B418,172266,6651-6.2015November 2020-2036556,941662,990(3,674)(57,346)-33,647635,617
Debentures Series B497,989246,4995.5.2020November 2020-2036692,896629,262(4,340)(54,503)-31,902602,321
8,354,080(2,089)(723,378)-425,6188,054,231

Series B debentures, in amount of NIS 3,810 million par value (3,730 million par value, net of self-purchased), linked to the CPI and bear interest at the base annual rate of

5.15%. The debenture principal shall be repaid in 17 equal payments in the years 2020 through 2036.

- 68 -

V. Notes to the consolidated financial statements - (cont'd)

33. Lease liabilities

June 30December 31
2022Interest range2021Interest range
Lease liabilities502,6581.3%-7.4%501,2481.3%-6.1%
Less: Lease liabilities due within one year(135,085)(139,162)
Long term lease liabilities, net367,573362,086

34. Long-Term Employee Benefits Payable

Post-employment benefit plans – defined benefit plan and early retirement

June 30December 31
20222021
Total present value of obligation581,961687,759
Less: fair value of plan's assets(72,826)(86,282)
Net liability related to Post-employment benefits509,135601,477
Termination benefits78,12691,912
Total recognized liability for defined benefit plan, net (1)587,261693,389
Share based payment (See XIII)12,0675,674
Other long-term employee benefits197,137123,826
Total long-term employee benefits, net796,465822,889
Including: Long-term employee benefits payable due within one year27,18930,531
769,276792,358

(1) Movement in the net liability and assets in respect of defined benefit plans, early retirement and

their components

Defined benefit obligation and early retirementFair value of plan's assetsTotal
202220212022202120222021
Balance as at January 1, 2022779,671693,63186,28292,634693,389600,997
Expense/income recognized
in profit and loss:
Current service cost12,7077,595--12,7077,595
Interest costs6,6829,4956481,1136,0348,382
Losses (gains) on curtailments and settlements5,4789,369--5,4789,369
Changes in exchange rates(68,417)(9,436)(9,611)(1,204)(58,806)(8,232)
Actuarial gain (losses) due to early retirement(77)(10,298)--(77)(10,298)
Included in other comprehensive income:
Actuarial gain (losses) as a result of changes in actuarial assumptions(72,633)9,121(3,474)1,540(69,159)7,581
Foreign currency translation differences in respect of foreign operations31,967(6,859)3,743(967)28,224(5,892)
Additional movements:
Benefits paid(35,291)(47,174)(6,104)(6,825)(29,187)(40,349)
Classification from short term-99,974---99,974
Contributions paid by the Group--1,3421,870(1,342)(1,870)
Balance as at June 30, 2022660,087755,41872,82688,161587,261667,257

ADAMA Ltd.(Expressed in RMB '000)

Notes to the Financial Statements

- 69 -

V. Notes to the consolidated financial statements - (cont'd)

34. Long-Term Employee Benefits Payable - (cont'd)

Post-employment benefit plans – defined benefit plan and early retirement - (cont'd)

(2) Actuarial assumptions and sensitivity analysis

The principal actuarial assumptions at the reporting date for defined benefit plan

June 30December 31
20222021
Discount rate (%)*0.4%-3%(0.8%)-3%

* According to the demographic and the benefit components.

The assumptions regarding the future mortality rate are based on published statistical data and acceptablemortality rates.

Possible reasonable changes as of the date of the report in the discount rate, assuming the other assumptionsremain unchanged, would have affected the defined benefit obligation as follows:

As of June 30, 2022
Increase of 1%Decrease of 1%
Change in defined benefit obligation(48,248)57,855

35. Provisions

June 30December 31
20222021
Liabilities in respect of contingencies*121,204104,220
Provision in respect of site restoration60,55762,370
Long-term liability in respect of business combinations17,87217,411
Other2,4362,429
202,069186,430

* Liabilities in respect of contingencies includes obligations of pending litigations, where an outflow ofresources had been reliably estimated.

ADAMA Ltd.(Expressed in RMB '000)

Notes to the Financial Statements

- 70 -

V. Notes to the consolidated financial statements - (cont'd)

36. Other Non-Current Liabilities

June 30December 31
20222021
Put options to holders of non- controlling interests1,458,4961,341,362
Long term loans – others335,570318,786
1,794,0661,660,148
Current maturities--
1,794,0661,660,148

37. Share Capital

Balance at January 1, 2022Issuance of new sharesBuyback of sharesBalance at June 30, 2022
Share capital2,329,812--2,329,812

38. Capital Reserve

Balance at January 1, 2022Additions during the periodReductions during the periodBalance at June 30, 2022
Share premiums12,606,562--12,606,562
Other capital reserve370,609--370,609
12,977,171--12,977,171

ADAMA Ltd.(Expressed in RMB '000)

Notes to the Financial Statements

- 71 -

V. Notes to the consolidated financial statements - (cont'd)

39. Other Comprehensive Income, net of tax

Attributable to shareholders of the company
Balance at January 1, 2022Before tax amountLess: transfer to profit or lossLess: Income tax expensesNet-of-tax amountBalance at June 30, 2022
Items that will not be reclassified to profit or loss18,67169,160-7,86461,29679,967
Re-measurement of changes in liabilities under defined benefit plans(35,861)69,160-7,86461,29625,435
Changes in fair value of other equity investment54,532----54,532
Items that may be reclassified to profit or loss(451,055)721,6175,246(10,568)726,939275,884
Effective portion of gain or loss of cash flow hedge31,955(66,185)5,246(10,568)(60,863)(28,908)
Translation difference of foreign financial statements(483,010)788,802--787,802304,792
(432,384)790,7775,246(2,704)788,235355,851

40. Surplus reserve

Balance at January 1, 2022Additions during the periodReductions during the periodBalance at June 30, 2022
Statutory surplus reserve236,348--236,348
Discretional surplus reserve3,814--3,814
240,162--240,162

ADAMA Ltd.(Expressed in RMB '000)

Notes to the Financial Statements

- 72 -

V. Notes to the consolidated financial statements - (cont'd)

41. Retained Earnings

20222021
Retained earnings as at January 15,940,4655,862,702
Net profits for the period attributable to shareholders of the Company732,098367,036
Dividends to non-controlling Interest(39,074)(35,904)
Dividend to the shareholders of the company (Note 1 & 2)(18,638)(37,277)
Retained earnings as at June 306,614,8516,156,557

Note 1:

On March 29, 2021, after obtaining the approval of the 31st meeting of the Company's 8th Board of Directors,the Company declared RMB 0.16 (before tax) per 10 shares as cash dividend to all shareholders, resulting in atotal cash dividend of 37,277 thousands RMB (before tax). No shares were distributed as share dividend and noreserve was transferred to equity capital. The proposal was approved by the 2020 Annual General Meeting of theCompany held on May 21, 2021 and was fully paid during the third quarter of 2021.

Note 2:

On March 29, 2022, after obtaining the approval of the 9th meeting of the Company's 9th Board of Directors,the Company declared RMB 0.08 (before tax) per 10 shares as cash dividend to all shareholders, resulting in atotal cash dividend of 18,638 thousand RMB (before tax). No shares were distributed as share dividend and noreserve was transferred to equity capital.

ADAMA Ltd.(Expressed in RMB '000)

Notes to the Financial Statements

- 73 -

V. Notes to the consolidated financial statements - (cont'd)

42. Operating Income and Cost of Sales

Six months ended June 30Six months ended June 30
20222021
IncomeCost of sales *IncomeCost of sales
Principal activities18,761,35613,802,10815,037,84110,694,295
Other businesses34,47220,64725,93912,415
18,795,82813,822,75515,063,78010,706,710

* According to the Q&A issued by the Ministry of Finance during the year, the transportation expensesincurred before the transfer of control over goods to customers in order to fulfil the contract does notconstitute a separate performance obligation and shall be regarded as the cost to fulfil the contract.Therefore, starting from 2021, the transportation expenses are recorded as cost of sales.

43. Taxes and Surcharges

Six months ended June 30
20222021
Tax on turnover17,66612,693
Others38,17146,314
55,83759,007

44. Selling and Distribution Expenses

Six months ended June 30
20222021
Salaries and related expense1,015,829885,153
Depreciation and amortization481,460536,516
Transportation and Commissions *19,056481,263
Advertising and sales promotion173,457154,157
Travel expenses62,79438,180
Warehouse expenses75,37883,456
Registration64,98362,030
Professional services53,81151,735
Insurance56,05448,945
Others156,267165,001
2,159,0892,506,436

* See note 42 above.

- 74 -

V. Notes to the consolidated financial statements - (cont'd)

45. General and Administrative Expenses

Six months ended June 30
20222021
Salaries and related expenses375,272265,783
Idleness expenses-96,638
Professional services56,82847,805
Depreciation and amortization48,16841,558
IT systems58,46649,294
Office rent, maintenance and expenses24,34819,315
Other79,23151,414
642,313571,807

46. Research and development expenses

Six months ended June 30
20222021
Salaries and related expenses127,574109,731
Field trial16,47518,063
Professional services17,35022,169
Depreciation and amortization42,40022,194
Materials38,80327,714
Office rent, maintenance and expenses6,0774,946
Other26,05922,123
274,738226,940

47. Financial expenses (incomes), net

Six months ended June 30
20222021
Interest expenses on debentures and loans341,633333,733
CPI expense (income) in respect of debentures236,815118,106
Loss in respect of sale of trade receivables51,06315,403
Interest expense in respect of post-employment benefits and early retirement, net7,00012,967
Revaluation of put option, net101,90124,449
Interest income from customers, banks and others(53,960)(31,363)
Exchange rate differences, net(1,153,323)(45,084)
Interest expense on lease liabilities11,96212,364
Others18,6858,215
(438,224)448,790

- 75 -

V. Notes to the consolidated financial statements - (cont'd)

48. Investment income, net

Six months ended June 30
20222021
Income from long-term equity investments accounted for using the equity method4,7063,243
4,7063,243

See note 49 below

49. Gain (loss) from Changes in Fair Value

Six months ended June 30
20222021
Gain (loss) from changes in fair value of derivative financial
Instruments *(1,330,194)(136,462)
Others(11,523)(3,607)
(1,341,717)(140,069)

* According to ASBE 22 - Financial Instruments Recognition and Measurement, starting from 2022 theGroup recorded the gain or loss from the disposal of derivative instruments in the “Gain(loss) from Changesin Fair Value”. Before 2022, the Group recorded the abovementioned gain of loss in the “Investment income,net”. The Company reclassified the “Gain(loss) from Changes in Fair Value” and the “Investment income,net” in the corresponding period in 2021. Such change did not impact the operating results or net assets ofthe reporting period.

50. Credit impairment reversal (losses)

Six months ended June 30
20222021
Bills receivable and accounts receivable(64,703)9,937
Other receivables(32,422)114
(97,125)10,051

51. Asset impairment reversal (losses)

Six months ended June 30
20222021
Inventories(79,445)(29,403)
Fixed assets(1,623)-
Other(4,278)-
(85,346)(29,403)

ADAMA Ltd.(Expressed in RMB '000)

Notes to the Financial Statements

- 76 -

V. Notes to the consolidated financial statements - (cont'd)

52. Gain from Disposal of Assets

Six months ended June 30Included in non-recurring items
20222021
Gain from disposal of fixed assets60,57215,65460,572
Loss from disposal of intangible assets(274)(855)(274)
60,29814,79960,298

53. Income Tax Expenses

Six months ended June 30
20222021
Current year431,750204,125
Deferred tax expenses (income)(306,884)(120,113)
Adjustments for previous years, net(23,590)(32,931)
101,27651,081

(1) Reconciliation between income tax expense and accounting profit is as follows:

Six months ended June 30
20222021
Profit before taxes833,374420,314
Statutory tax in china25%25%
Tax calculated according to statutory tax in china208,344105,079
Tax benefits from Approved Enterprises(98,005)(48,293)
Difference between measurement basis of income for financial statement and for tax purposes3,085(5,629)
Taxable income and temporary differences at other tax rate(58,494)(32,963)
Taxes in respect of prior years(23,590)(32,931)
Utilization of tax losses prior years for which deferred taxes were not created(31,440)-
Temporary differences and losses in the report year for which deferred taxes were not created34,7989,293
Non-deductible expenses and other differences21,56922,144
Neutralization of tax calculated in respect of the Company’s share in results of equity accounted investees(1,599)(1,051)
Effect of change in tax rate in respect of deferred taxes13,97915,399
Creation and reversal of deferred taxes for tax losses and temporary differences from previous years32,62920,033
Income tax expenses101,27651,081

54. Other comprehensive income

Details of the Other comprehensive income are set out in Note V.39

- 77 -

V. Notes to the consolidated financial statements - (cont'd)

55. Government grants

Amount recognized in the profit and loss statements during the six months ended June 30
CategoryPresentation accounts20222021
Government grants related to incomeNon-Operating income15,62310,899
Government grants related to assetsFixed assets, Intangible assets9,2119,731

56. Notes to items in the cash flow statements

(1) Cash received relating to other operating activities

Six months ended June 30
20222021
Derivatives transactions-19,943
Financial institutions231,142265,280
Interest income30,76124,203
Government subsidies15,62310,922
Others26,56243,060
304,088363,408

(2) Cash paid relating to other operating activities

Six months ended June 30
20222021
Transportation, Commissions and Warehouse75,076507,772
Advertising and sales promotion181,788146,744
Professional services122,886117,566
Financial institutions116,107211,211
IT and Communication125,18787,785
Registration and Field trials86,41079,988
Derivatives transactions471,332168,475
Travel64,76735,094
Insurance37,65541,736
Others453,295267,722
1,734,5031,664,093

(3) Cash received relating to other investing activities

Six months ended June 30
20222021
Investment grant-6,754
-6,754

- 78 -

V. Notes to the consolidated financial statements - (cont'd)

56. Notes to items in the cash flow statements - (cont'd)

(4) Cash paid relating to other investing activities

Six months ended June 30
20222021
Increase in short and long term investments64,71985,108
64,71985,108

(5) Cash received from other financing activities

Six months ended June 30
20222021
Cash received in respect of hedging transactions on debentures-396,096
Deposit for issuing bills payables11,01216,212
11,012412,308

(6) Cash paid relating to other financing activities

Six months ended June 30
20222021
Repayment of lease liability84,74385,595
Payment in respect of hedging transactions on debentures802,237-
Repayment of loan from others153171,770
Deposit for issuing bills payable57,4475,986
944,580263,351

- 79 -

V. Notes to the consolidated financial statements - (cont'd)

57. Supplementary Information on Cash Flow Statement

(1) Supplementary information on Cash Flow Statement

a. Reconciliation of net profit to cash flows from operating activities:

Six months ended June 30
20222021
Net profit732,098369,233
Add: Impairment provisions for assets85,34629,403
Credit impairment losses (gain)97,125(10,051)
Depreciation of fixed assets and investment property499,714365,261
Depreciation of right-of-use asset80,90079,685
Amortization of intangible asset453,387502,745
Gains on disposal of fixed assets, intangible assets, and other long-term assets, net(60,298)(14,799)
Losses (gains) from changes in fair value1,341,717140,069
Financial expenses(342,658)340,716
Investment income, net(4,706)(3,243)
Increase in deferred tax assets, net(318,979)(159,673)
Increase in deferred tax liabilities, net12,09539,560
Increase in inventories, net(3,360,343)(748,037)
Increase in operating receivables, net(2,842,961)(556,167)
Increase in operating payables, net2,248,4181,069,229
Others33,28447,362
Net cash flow from operating activities(1,345,861)1,491,293

b. Net increase (decrease) in cash and cash equivalents

Six months ended June 30
20222021
Closing balance of cash3,190,7424,615,208
Less: Opening balance of cash5,759,4803,835,071
Increase in cash and cash equivalents(2,568,738)780,137

- 80 -

V. Notes to the consolidated financial statements - (cont'd)

57. Supplementary Information on Cash Flow Statement - (cont'd)

(2) Details of cash and cash equivalents

June 30December 31
20222021
Cash on hand1,1381,196
Bank deposits available on demand without restrictions3,189,6045,758,284
3,190,7425,759,480

58. Assets with Restricted Ownership or Right of Use

June 30
2022Reason
Cash105,794Pledged
Other non-current assets142,349Guarantees
248,143

- 81 -

V. Notes to the consolidated financial statements - (cont'd)

59. Foreign currencies denominated items

(1) Foreign currencies denominated items

As at June 30, 2022
Foreign currency at the end of the periodExchange rateRMB at the end of the period
Cash and bank balances
EUR35,7056.977249,114
BRL188,1761.281241,053
ILS97,3151.918186,651
USD15,8556.711106,401
PLN97,9771.497146,671
AUD7,6444.61335,262
ZAR166,3850.41769,382
ARS1,916,4780.054103,490
RUB164,0960.13121,497
GBP5,7408.12546,638
TRY37,2040.40314,993
CAD4,3255.19122,450
UAH171,8590.22939,356
Other221,227
Total1,504,185
Bills and Accounts receivable
EUR156,5236.9771,092,061
BRL1,385,5711.2811,774,917
ILS68,9221.918132,193
USD40,6766.711272,977
COP50,439,5270.002100,879
CAD23,0515.191119,658
RUB1,120,8040.131146,825
TRY689,7250.403277,959
ZAR170,6180.41771,148
THB377,6750.19071,758
HUF8,186,4170.018147,355
RON214,9731.415304,187
Other190,577
Total4,702,494
Other receivables
EUR57,4476.977400,805
ILS41,0101.91878,658
BRL10,4731.28113,416
Other260,885
Total753,764
Other current assets
ILS118,4231.918227,135
BRL109,0061.281139,637
EUR9,3816.97765,452
Other85,191
Total517,415

- 82 -

V. Notes to the consolidated financial statements - (cont'd)

59. Foreign currencies denominated items - (cont'd)

(1) Foreign currencies denominated items - (cont'd)

As at June 30, 2022
Foreign currency at the end of the periodExchange rateRMB at the end of the period
Long-term receivables
BRL45,5181.28158,309
Total58,309
Other non-current assets
BRL130,6071.281167,308
Other18,784
Total186,092
Short-term loans
EUR71,6726.977500,053
INR2,549,9370.085216,745
Other43,700
Total760,498
Bills and Accounts payable
ILS778,3561.9181,492,886
EUR78,5986.977548,378
BRL159,1351.281203,852
USD17,9096.711120,184
Other155,538
Total2,520,838
Other payables
ILS65,4031.918125,442
BRL73,4271.28194,060
EUR1786.9771,242
ILS CPI17,7171.91833,982
Other89,049
TOTAL343,775
Contract liabilities
EUR54,1486.977377,791
BRL72,2691.28192,577
CAD37,1855.191193,027
UAH174,3790.22939,933
Other93,530
Total796,858

ADAMA Ltd.(Expressed in RMB '000)

Notes to the Financial Statements

- 83 -

V. Notes to the consolidated financial statements - (cont'd)

59. Foreign currencies denominated items - (cont'd)

(1) Foreign currencies denominated items - (cont'd)

As at June 30, 2022
Foreign currency at the end of the periodExchange rateRMB at the end of the period
Non-current liabilities due within one year
ILS CPI291,8651.918559,798
EUR29,9386.977208,879
Other44,088
Total812,765
Other current liabilities
EUR6,0486.97742,195
ILS1,4101.9182,705
Other1,280
Total46,180
Long-term loan
EUR95,1546.977663,892
Total663,892
Debentures payable
ILS CPI3,919,3281.9187,517,271
Total7,517,271
Provision and Long-term payables
BRL78,7871.281100,926
EUR3726.9772,597
Other822,972
Total926,495
Other non-current liabilities
USD3,4146.71122,913
EUR6,1016.97742,564
ILS CPI15,2981.91829,342
ILS6,1131.91811,725
Other101,920
Total208,464

- 84 -

V. Notes to the consolidated financial statements - (cont'd)

59. Foreign currencies denominated items - (cont'd)

(2) Major foreign operations

Name of the SubsidiaryRegistration & Principal place of businessBusiness natureFunctional currency
ADAMA France S.A.SFranceDistributionUSD
ADAMA Brasil S/ABrazilManufacturing; Distribution; RegistrationUSD
ADAMA Deutschland GmbHGermanyDistribution; RegistrationUSD
ADAMA India Private Ltd.IndiaManufacturing Distribution; RegistrationINR
Makhteshim Agan of North America Inc.United StatesManufacturing; Distribution; RegistrationUSD
Control Solutions Inc.United StatesManufacturing; Distribution; RegistrationUSD
ADAMA Agan Ltd.IsraelManufacturing; Distribution; RegistrationUSD
ADAMA Makhteshim Ltd.IsraelManufacturing; Distribution; RegistrationUSD
ADAMA Australia Pty LimitedAustraliaDistributionAUD
ADAMA Italia SRLItalyDistributionUSD
ADAMA Northern Europe B.V.NetherlandsDistributionUSD
Alligare LLCUnited StatesManufacturing; Distribution; RegistrationUSD

The functional currency of the subsidiaries above is the main currency that represent the principal economicenvironment.

VI. Change in consolidation Scope

There is no change of consolidation scope during the period.

- 85 -

VII. Interest in Other Entities

1. Interests in subsidiaries

Composition of the largest subsidiaries of the Group in respect of assets and operating income

Name of the SubsidiaryRegistration & Principal place of businessBusiness natureDirectIndirectMethod of obtaining the subsidiary
ADAMA France S.A.SFranceDistribution100%Established
ADAMA Brasil S/ABrazilManufacturing; Distribution; Registration100%Purchased
ADAMA Deutschland GmbHGermanyDistribution; Registration;100%Established
ADAMA India Private Ltd.IndiaManufacturing; Distribution; Registration100%Established
Makhteshim Agan of North America Inc.United StatesManufacturing; Distribution; Registration100%Established
Control Solutions Inc.United StatesManufacturing; Distribution; Registration67%Purchased
ADAMA Agan Ltd.IsraelManufacturing; Distribution; Registration100%Restructure
ADAMA Makhteshim Ltd.IsraelManufacturing; Distribution; Registration100%Restructure
ADAMA Australia Pty LimitedAustralisDistribution100%Purchased
ADAM Italia SRLItalyDistribution100%Established
ADAMA Northern Europe B.V.NetherlandsDistribution55%Purchased
Alligare LLCUnited StatesManufacturing; Distribution; Registration100%Purchased
Adama Anpon (Jiangsu) Ltd.ChinaManufacturing; Distribution100%Purchased
Adama Huifeng (Jiangsu) Co. Ltd.ChinaManufacturing; Distribution51%Purchased

2. Interests in joint ventures or associates

June 30December 31
20222021
Joint ventures20,50815,335
Associates--
20,50815,335

3. Summarized financial information of joint ventures and associates

June 30, 2022 and six months then endedJune 30, 2021 and six months then ended
Joint ventures:
Total carrying amount20,50815,847
The Group's share of the following items:
Net profit4,7063,244
Other comprehensive income1,877239
Total comprehensive income6,5833,483
Associates:
Total carrying amount--
The Group's share of the following items:
Net profit--
Other comprehensive income--
Total comprehensive income--

- 86 -

VIII. Risk Related to Financial Instruments

A. General

The Group has extensive international operations, and, therefore, it is exposed to credit risks, liquidity risksand market risks (including currency risk, interest risk and other price risk). In order to reduce the exposure tothese risks, the Group uses financial derivatives instruments, including forward transactions and options(hereinafter - “derivatives”).

Transactions in derivatives are undertaken with major financial institutions, and therefore, in the opinion ofGroup Management the credit risk in respect thereof is low.

This note provides information on the Group’s exposure to each of the above risks, the Group’s objectives,policies and processes regarding the measurement and management of the risk. Additional quantitativedisclosure is included throughout the consolidated financial statements.

The Board of Directors has overall responsibility for establishing and monitoring the framework of the Group'srisk management policy. The Finance Committee is responsible for establishing and monitoring the Group'sactual risk management policy. The Chief Financial Officer reports to the Finance Committee on a regularbasis regarding these risks.

The Group’s risk management policy, established to identify and analyze the risks facing the Group, to setappropriate risk limits and controls, and to monitor risks and adherence to limits. The policy and methods formanaging the risks are reviewed regularly, in order to reflect changes in market conditions and the Group'sactivities. The Group, through training, and management standards and procedures, aims to develop adisciplined and constructive control environment in which all the employees understand their roles andobligations.

B. Credit risk

Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument failsto meet its contractual obligations, and derives mainly from trade receivables and other receivables as well asfrom cash and deposits in financial institutions.

Accounts and other receivables

The Group’s revenues are derived from a large number of widely dispersed customers in many countries.Customers include multi-national companies and manufacturing companies, as well as distributors,agriculturists, agents and agrochemical manufacturers who purchase the products either as finished goods oras intermediate products for their own requirements.

The Company entered into an agreement for the sale of trade receivables in a securitization transaction, fordetails see note V.5.e.

In April 2021, a two-years agreement with an international insurance company was renewed. The amount ofthe insurance coverage was fixed at $150 million cumulative per year. The indemnification is limited to about90% of the debt.

The Group’s exposure to credit risk is influenced mainly by the personal characterization of each customer,and by the demographic characterization of the customer’s base, including the risk of insolvency of theindustry and geographic region in which the customer operates. No single customer accounted for greater than5% of total accounts receivable.

ADAMA Ltd.(Expressed in RMB '000)

Notes to the Financial Statements

- 87 -

VIII. Risk Related to Financial Instruments - (cont’d)

B. Credit risk - (cont’d)

The Company management has prescribed a credit policy, whereby the Company performs current ongoingcredit evaluations of existing and new customers, and every new customer is examined thoroughly regardingthe quality of his credit, before offering him the Group’s customary shipping and payment terms. Theexamination made by the Group includes an outside credit rating, if any, and in many cases, receipt ofdocuments from an insurance company. A credit limit is prescribed for each customer, outstanding amount ofthe accounts receivable balance. These limits are examined annually. Customers that do not meet the Group’scriteria for credit quality may do business with the Group on the basis of a prepayment or against furnishingof appropriate collateral.

Most of the Group’s customers have been doing business with it for many years. In monitoring customer creditrisk, the customers were grouped according to a characterization of their credit, based on geographical location,industry, aging of receivables, maturity, and existence of past financial difficulties. Customers defined as “highrisk” are classified to the restricted customer list and are supervised by management. In certain countries,mainly, Brazil, customers are required to provide property collaterals (such as agricultural lands and equipment)against execution of the sales, the value of which is examined on a current ongoing basis by the Company. Inthese countries, in a case of expected credit risk, the Company records a provision for the amount of the debtless the value of the collaterals provided and acts to realize the collaterals.

The Group closely monitors the economic situation in Eastern Europe and South America on an ongoing basis.

The Group recognizes an impairment provision, which reflects its assessment regarding the credit risk ofaccount receivables, Other receivables and investments on a lifetime expected credit loss basis. See also notesⅢ.10 – Financial instruments and Ⅲ.11 – Receivables.

Cash and deposits in banks

The Company holds cash and deposits in banks with a high credit rating. These banks are also required tocomply with capital adequacy or maintain a level of security based on different situations.

Guarantees

The Company’s policy is to provide financial guarantees only to investee companies.

Aging of receivables and expected credit risk

Presented below is the aging of the past due trade receivables:

June 30, 2022
Past due by less than 90 days557,888
Past due by more than 90 days524,732
1,082,620

ADAMA Ltd.(Expressed in RMB '000)

Notes to the Financial Statements

- 88 -

VIII. Risk Related to Financial Instruments - (cont’d)

B. Credit risk - (cont’d)

The company measure the provision for credit losses on a collective group basis, where receivables sharesimilar credit risk characteristics based on geographical locations. The examination for expected credit lossesis performed using model including aging analysis and historical loss experiences, and adjusted by theobservable factors reflecting current and expected future economic conditions.When credit risk on a receivable has increased significantly since initial recognition, the group records specificprovision or general provision which is determined for groups of similar assets in countries in which there arelarge number of customers with immaterial balances.The Group has credit risk exposures for accounts receivables amounted to RMB 9,605,534 thousand relate tocategory of "Lifetime expected credit losses (credit losses has not occurred)" and amounted to RMB 799,828thousand related to category of "Lifetime expected credit losses (credit losses occurred)". The Group has creditrisk exposures for other receivables amounted to RMB 45,046 thousand related to category of "Lifetimeexpected credit losses (credit losses occurred)". The credit risk exposures for all remaining balance of financialassets at amortised cost and financial assets at FVTOCI are related to "12-month expected credit losses".

C. Liquidity risk

Liquidity risk is the risk that the Group will encounter difficulty in meeting its financial obligation when theycome due. The Group's approach to managing its liquidity risk is to assure, to the extent possible, an adequatedegree of liquidity for meeting its obligations timely, under ordinary conditions and under pressure conditions,without sustaining unwanted losses or hurting its reputation.

The cash-flow forecast is determined both at the level of the various entities as well as of the consolidatedlevel. The Company examines the current forecasts of its liquidity requirements in order to ascertain that thereis sufficient cash for the operating needs, including the amounts required in order to comply with the financialliabilities, while taking strict care that at all times there will be unused credit frameworks so that the Companywill not exceed the credit frameworks granted to it and the financial covenants with which it is required tocomply with. These forecasts take into consideration matters such as the Company’s plans to use debt forfinancing its activities, compliance with required financial covenants, compliance with certain liquidity ratiosand compliance with external requirements such as laws or regulation.

The surplus cash held by the Group subsidiaries, which is not required for financing the current ongoingoperations, is invested in short-term interest-bearing investment channels.

- 89 -

VIII. Risk Related to Financial Instruments - (cont’d)

C. Liquidity risk - (cont’d)

(1) Presented below are the contractual maturities of the financial liabilities at undiscounted amounts,including estimated interest payments:

As at June 30, 2022
Third-Fifth yearContractualCarrying
First yearSecond yearFourth yearand aboveCash flowamount
Non-derivative financial liabilities
Short-term loans1,646,897---1,646,8971,635,446
Bills payables701,764---701,764701,764
Accounts payables7,826,483---7,826,4837,826,483
Other payables1,758,231---1,758,2311,758,231
Other current liabilities176,637---176,637176,637
Debentures payable710,395924,1261,765,3007,731,86211,131,6838,054,231
Long-term loans1,099,7791,831,1791,517,4911,236,2265,684,6755,257,807
Long-term payables1,0796,72013,12678,91999,84497,737
Lease Liabilities157,127118,879128,651251,443656,100502,658
Long-term liability in respect of business combinations-1,00734,2292,56737,80317,872
Other non-current liabilities-321,8601,687,67771,6322,081,1691,794,066
Derivative financial liabilities
Foreign currency derivatives635,643---635,643635,643
14,714,0353,203,7715,146,4749,372,64932,436,92928,458,575

D. Market risks

Market risk is the risk that changes in market prices, such as foreign exchange rates, CPI, interest rates andprices of capital instruments, will affect the Group’s revenues or the value of its holdings in its financialinstruments. The objective of market risk management is to manage and monitor the exposure to market riskswithin acceptable parameters, while optimizing the return.

During the ordinary course of business, the Group purchases and sells derivatives and assumes financialliabilities for the purpose of managing market risks.

(1) CPI and foreign currency risks

Currency risk

The Group is exposed to currency risk from its sales, purchases, expenses and loans denominated in currenciesthat differ from the Group’s functional currency. The main exposure is in Euro, Brazilian real, USD and inNIS. In addition, there are smaller exposures to various currencies such as the British pound, Polish zloty,Australian dollar, Indian rupee, Argentine peso, Canadian dollar, South African Rand, Ukraine Hryunia, theTurkish lira and Chinese Yuan Renminbi.

The Group uses foreign currency derivatives – forward transactions and currency options – in order to hedgethe cash flows risk, which derive from existing monetary assets and liabilities and anticipated sales andpurchases, which may be affected by exchange rate fluctuations.

ADAMA Ltd.(Expressed in RMB '000)

Notes to the Financial Statements

- 90 -

VIII. Risk Related to Financial Instruments - (cont’d)

D. Market risks - (cont’d)

(1) CPI and foreign currency risks - (cont’d)

The Group hedged a part of the estimated currency exposure to anticipate sales and purchases for thesubsequent year. Likewise, the Group hedges most of its monetary assets and liabilities denominated in anon- U.S. dollar currency. The Group uses foreign currency derivatives to hedge its currency risk, mostly withmaturity dates of less than one year from the reporting date.

Solutions debentures are linked to the NIS-CPI and, therefore, an increase in the NIS-CPI, as well as changesin the NIS exchange rate, could cause significant exposure with respect to the subsidiary functional currency– the U.S. dollar. As of the approval date of the financial statements, the subsidiary had hedged most of itsexposure deriving from issuance of the debentures, in options and forward contracts.

(A) The Group’s exposure to NIS-CPI and foreign currency risk is as follows:

June 30, 2022
Total assetsTotal liabilities
In US Dollar2,055,3802,148,120
In Euro1,992,2952,418,712
In Brazilian real2,394,640390,489
CPI-linked NIS-8,129,816
In New Israeli Shekel624,6341,643,335
Denominated in or linked to other foreign currency4,428,6211,028,883
11,495,57015,759,335

(B) The exposure to CPI and foreign currency risk in respect of derivatives is as follows:

June 30, 2022
Currency/linkage receivableCurrency/linkage payableAverage expiration dateUSD thousands Par valueRMB thousands Par valueFair value
Forward foreign currencyUSDEUR17/09/2022332,3262,118,809(26,882)
Contracts and call optionsUSDPLN26/07/202238,608246,152438
USDBRL05/09/2022477,9373,047,18071,102
USDGBP20/07/202220,956133,6129,862
USDZAR31/07/202222,436143,04717,698
ILSUSD09/08/20221,555,2479,915,791(325,001)
USDOTHER2,724,05717,367,770102,402
CPI forward contractsCPIILS09/04/2022700,0004,462,99061,672

- 91 -

VIII. Risk Related to Financial Instruments - (cont’d)

D. Market risks - (cont’d)

(1) CPI and foreign currency risks - (cont’d)

(C) Sensitivity analysis

The appreciation or depreciation of the Dollar against the following currencies as of December 31, 2021and the increase or decrease in the CPI would increase (decrease) the equity and profit or loss by theamounts presented below. This analysis assumes that all the remaining variables, among others interestrates, remains constant.

June 30, 2022
Decrease of 5%Increase of 5%
EquityProfit (loss)EquityProfit (loss)
New Israeli shekel57,16621,876(8,062)23,842
British pound7,8107,810(7,810)(7,810)
Euro(51,173)(55,280)51,17355,280
Brazilian real(41,833)5,36123,301(14,269)
Polish zloty1,6411,641(1,649)(1,649)
South African Rand(482)(482)(196)(196)
Chinese Yuan Renminbi3,933(12,310)(30,333)15,188
CPI-linked NIS505,895505,895(505,895)(505,895)

(2) Interest rate risks

The Group has exposure to changes in the variable interest rate. The Group has different assets andliabilities in different countries which bear interest according to the economic environment in each country.Most of the loans, other than the debentures, bear Dollar and Euro Libor interest. As a result, most of thevariable interest exposure of those loans is to the Libor interest. Due to market conditions, the variableinterest rates on cash are relatively low.

The Company prepares a quarterly summary of exposure to a change in the Libor interest rate. As at theapproval date of the financial statements, the Company had not hedged this exposure.

VIII. Risk Related to Financial Instruments - (cont’d)

D. Market risks - (cont’d)

(2) Interest rate risks - (cont’d)

(A) Type of interest

The interest rate profile of the Group’s interest-bearing financial instruments was as follows:

June 30, 2022
Fixed-rate instruments – unlinked to the CPI
Financial assets
Other non-current assets51,611
Financial liabilities
Long-term loans (1)3,902,399
Long-term payables24,799
Other non-current liabilities335,570
(4,211,157)
Fixed-rate instruments – linked to the CPI
Financial liabilities
Debentures payable (1)8,054,230
Variable-rate instruments
Financial assets
Cash at banks446,207
Financial assets at fair value through profit or loss1,604
Other current assets179,349
Other non-current assets14,322
Financial liabilities
Short-term loans and credit from banks1,635,447
Long-term loans (1)1,355,408
Long-term payables68,295
(2,417,668)

(1) Including current maturities.

(B) Sensitivity analysis of cash flows regarding variable-interest instruments

A change of 5% in the interest rates on the reporting date would increase or reduce equity and profit or lossby the amounts presented below. This analysis assumes that all the remaining variables, among othersexchange rates, remained fixed.

Profit or lossEquity
Increase in interestDecrease in interestIncrease in interestDecrease in interest
As at June 30, 20221,802(1,825)1,802(1,825)

IX. Fair Value

The fair value of forward contracts on foreign currency is based on their listed market price, if available. In theabsence of market prices, the fair value is estimated based on the discounted difference between the statedforward price in the contract and the current forward price for the residual period until redemption, using anappropriate interest rate.

The fair value of foreign currency options is based on bank quotes. The reasonableness of the quotes is evaluatedthrough discounting future cash flow estimates, based on the conditions and duration to maturity of each contract,using the market interest rates of a similar instrument at the measurement date and in accordance with the Black& Scholes model.

1. Financial instruments measured at fair value for disclosure purposes only

The carrying amount of certain financial assets and liabilities, including cash at bank and on hand, bills andaccounts receivable, receivables financing, other receivables, derivatives financial assets, short-term loans, billsand accounts payable and other payable, are the same or proximate to their fair value.

The following table details the carrying amount in the books and the fair value of groups of non-current financialinstruments presented in the financial statements not in accordance with their fair values:

June 30, 2022
Carrying amountFair value
Financial assets
Other non-current assets (a – Level 2)87,758122,434
Financial liabilities
Long-term loans and others (b – Level 2)6,196,2175,973,567
Debentures (c – Level 1)8,054,2309,930,540

a) The fair value of the other non-current assets is based on a discounted future cash flows, using the acceptableinterest rate for similar investment having similar characteristics (Level 2).b) The fair value of the long-term loans and others is based on a discounted future cash flows, using the acceptableinterest rate for similar loans having similar characteristics (Level 2).c) The fair value of the debentures is based on stock exchange quotes (Level 1).

2. The interest rates used in determining fair value

The interest rates used to discount the estimate of anticipated cash flows are:

June 30, 2022
%
U.S. dollar interest2.36% - 4.02%
Chinese Yuan Renminbi0.99% - 2.22%
Euro(0.51%) - 2.16%

- 94 -

IX. Fair Value - (cont’d)

3. Fair value hierarchy of financial instruments measured at fair value

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transactionbetween market participants at the measurement date. The table below presents an analysis of financialinstruments measured at fair value. The various levels have been defined as follows:

? Level 1: quoted prices (unadjusted) in active market for identical instrument.? Level 2: inputs other than quoted prices included within Level 1 that are observable, either directly or indirectly.? Level 3: inputs that are not based on observable market data (unobservable inputs).

The Company’s forward contracts and options are carried at fair value and are evaluated by observable inputsand therefore are concurrent with the definition of level 2.

June 30
2022
Forward contracts and options used for hedging the cash flow (Level 2)(37,168)
Forward contracts and options used for economic hedging (Level 2)(53,644)
Other equity investment (Level 2)155,666
Receivables financing (Level 2)78,634
Other non-current assets (Level 2)89,148
Other (Level 2)1,604
Financial InstrumentFair value
Forward contractsFair value measured on the basis of discounting the difference between the stated forward price in the contract and the current forward price for the residual period until redemption using an appropriate interest rates.
Foreign currency optionsThe fair value is measured based on the Black&Scholes model.

No transfer between any levels of the fair value hierarchy in the reporting period.

No change in the valuation techniques in the reporting period.

- 95 -

X. Related parties and related party transactions

1. Information on parent Company

Company nameRegistered placeBusiness natureRegistered capital (Thousand RMB)Shareholding percentagePercentage of voting rights
Syngenta GroupShanghai, ChinaProduction and sales of agrochemicals, fertilizers and GM seeds11,144,54578.47%78.47%

The Company’s ultimate controlling shareholder is Sinochem Holdings .

2. Information on the largest subsidiaries of the Company

For information about the subsidiaries of the Company, refer to Note VII.1.

3. Information on largest joint ventures and associates of the Company

For information about the joint ventures and associates of the Company, refer to Note V.12.

Other joint ventures and associates that have related party transactions with the Group during this period or theprevious periods are as follows:

Name of entityRelationship with the Company
Innovaroma SAJoint venture of the Group

ADAMA Ltd.(Expressed in RMB '000)

Notes to the Financial Statements

- 96 -

X. Related parties and related party transactions - (cont’d)

4. Information on other related parties

Name of other related partiesRelated party relationship
Beijing Jiamao Real Estate Co. Ltd.Common control
Bluestar (Beijing )ChemicalMachinery co.,LTD ( consolidated)Common control
Bluestar Engineering co.,LTD .Common control
Changsha Huaxing Construction Supervision Co., Ltd.Common control
Chem China Asset Management co.,LTD .(Headquarter)Common control
Chem China Information Center Co.,Ltd.Common control
China Bluestar Chengrand Research Institute Chemical IndustryCommon control
China National Bluestar (Group) Co. Ltd.Common control
China National Chemical Agrochemical CorporationCommon control
China National Chemical Information Center Co. LTDCommon control
Elkem Silicones Brasil LTDACommon control
Hangzhou (Torch)XidoumenMembraneIndustry co.,LTDCommon control
Jiangsu Huaihe Chemical Co. Ltd.Common control
Jiangsu Ruixiang Chemical co., LTD .Common control
Jiangsu Yangnong Chemical co., LTD .Common control
Jiangsu Yangnong Chemical Group Co. Ltd.Common control
Jiangsu Youjia Plant Protection Co., Ltd.Common control
Jiangsu Youshi Chemical Co., Ltd.Common control
Jiangsu Yushi Chemical Co., LTDCommon control
Jingzhou Sanonda Holdings Co.,Ltd.Common control
(MAP) Sinochem Modern Agriculture Co.LTD Xinjiang BranchCommon control
OOO SyngentaCommon control
PT Syngenta IndonesiaCommon control
PT Syngenta Seed IndonesiaCommon control
Shandong Dacheng Agrochemical Company LimitedCommon control
Shandong Dacheng Biochemical Co., Ltd.Common control
Shenyang Chemical Research Institute Co. LTDCommon control
Shenyang Shenhua Institute Testing Technology Co. Ltd.Common control
Shenyang Chemical Institute Testing Technology Co. LtdCommon control
Sinochem (Hainan) Agroecology Co., LTDCommon control
Sinochem Agricultural Ecological Technology (Hubei) Co., Ltd.Common control
Sinochem Agriculture (Xinjiang) Biotechnology Co., Ltd. Manas BranchCommon control
Sinochem Agriculture Co., LtdCommon control
Sinochem Agro Co. LtdCommon control
Sinochem Crop Protection Products Co. LTDCommon control
Sinochem Fertilizer Company LimitedCommon control
Sinochem Fertilizer Company Limited Fujian BranchCommon control
Sinochem Fertilizer Company Limited Guangxi BranchCommon control
Sinochem Fertilizer Company Limited Hebei BranchCommon control
Sinochem Fertilizer Company Limited Hubei BranchCommon control
Sinochem Fertilizer Company Limited Jiangsu BranchCommon control
Sinochem Fertilizer Company Limited Jilin BranchCommon control
Sinochem Fertilizer Company Limited Northwest BranchCommon control

- 97 -

X. Related parties and related party transactions - (cont’d)

4. Information on other related parties - (cont’d)

Name of other related partiesRelated party relationship
Sinochem Fertilizer Company Limited Shandong BranchCommon control
Sinochem Information Technology Co. LTDCommon control
Sinochem Innovation (Beijing) Technology Research Institute Co., Ltd.Common control
Sinochem International Crop Care (Overseas) Pte. Ltd.Common control
Sinochem Lantian Fluorine Materials Co. Ltd.Common control
Sinochem Modern Agriculture (Guangxi) Co. LTDCommon control
Sinochem Modern Agriculture (Hunan) Co. LTDCommon control
Sinochem Modern Agriculture (Hunan) Co. LTDCommon control
Sinochem Modern Agriculture (Jiangsu) Co. LTDCommon control
Sinochem Modern Agriculture (Shandong) Co. LTDCommon control
Sinochem Modern Agriculture (Xinjiang) Co. LTDCommon control
Sinochem Modern Agriculture (Xinjiang) Co. LTDCommon control
Sinochem Modern Agriculture Anhui Co. LTDCommon control
Sinochem Modern Agriculture Sichuan Co. LTDCommon control
Sinochem Modern Agriculture Sichuan Co. LTDCommon control
Sinochem Shandong Fertilizer Co. Ltd.Common control
Syngenta (China) Investment Company LtdCommon control
Syngenta Agro AGCommon control
Syngenta Agro GmbHCommon control
Syngenta Agro S.A.Common control
Syngenta Agro SRLCommon control
Syngenta Australia Pty LimitedCommon control
Syngenta Canada Inc.Common control
Syngenta coml agr ltdaCommon control
Syngenta Crop Protection AGCommon control
Syngenta Crop Protection B.V.Common control
Syngenta Crop Protection LLCCommon control
Syngenta Crop Protection LtdCommon control
Syngenta Crop Protection S.A.Common control
Syngenta Crop Protection, LLCCommon control
Syngenta Czech s.r.o.Common control
Syngenta Espana S.ACommon control
Syngenta France S.A.S.Common control
Syngenta Group Company LimitedCommon control
Syngenta Group(NL) B.V.Common control
Syngenta Hellas AEBECommon control
Syngenta India LimitedCommon control
Syngenta Italia S.p.ACommon control
Syngenta Korea Ltd.Common control
Syngenta Nantong Crop Protection Company LimitedCommon control
Syngenta Polska Sp.z.o.o.Common control
Syngenta protecao cultivos ltdaCommon control
Syngenta S.A(Chile)Common control

- 98 -

X. Related parties and related party transactions - (cont’d)

4. Information on other related parties - (cont’d)

Name of other related partiesRelated party relationship
Syngenta S.A. (Panama)Common control
SYNGENTA SEEDS LTDACommon control
Syngenta Slovakia s.r.oCommon control
Syngenta South Africa (Pty) Ltd.Common control
SyngentaTarimSanayiveTicaretA.S.Common control
Zhonglan International Chemical Co. LtdCommon control
Zhonglan LianhaiDesignInstitute co.,LTD .( consolidated)Common control
Jiangsu Huifeng Agrochemical Co. Ltd.Minority shareholder and its subsidiary
Jiangsu Huifeng Biological Agriculture Co., LtdMinority shareholder and its subsidiary
Nongyi Net (Yangling) e-commerce Co., Ltd.Minority shareholder and its subsidiary
Shanghai focus supply chain Co., LtdMinority shareholder and its subsidiary
Shanghai nengjianyuan Biological Agriculture Co., LtdMinority shareholder and its subsidiary

- 99 -

X. Related parties and related party transactions - (cont’d)

5. (1) Transactions and balances with related parties

Six months ended June 30
Type of purchaseRelated Party Relationship20222021
Summary of purchase of goods/services:
Purchase of goods/services receivedCommon control under Sinochem Holdings1,567,313875,206
Minority shareholder and its subsidiary3,232-
Purchase of fixed assets and other assetsCommon control under Sinochem Holdings8,47442,917
Lease expensesCommon control under Sinochem Holdings117-
Minority shareholder and its subsidiary410-
Summary of Sales of goods:
Sale of goods/ Service renderedCommon control under Sinochem Holdings987,560550,260
Joint venture51,75745,515
Minority shareholder and its subsidiary44,658-

(2) Guarantees

The Group as the guarantee receiver

Guarantee providerAmount of guaranteed loanInception date of guarantyMaturity date of guarantyGuaranty completed (Y / N)
Parent company338,00021/04/202120/04/2028N
72,15401/06/202131/05/2028N

* During the reporting period, the Company paid a guarantee fee amounting to 227 thousand RMB(2021 1-6: nil) to the parent company.

(1) Remuneration of key management personnel and directors

Periods ended June 30
20222021
Remuneration of key management personnel and directors52,97734,203

- 100 -

X. Related parties and related party transactions - (cont’d)

5. Transactions and balances with related parties - (cont'd)

(2) Receivables from and payables to related parties (including loans)

Receivable Items

June 30December 31
20222021
ItemsRelated Party RelationshipBook BalanceExpected credit lossesBook BalanceExpected credit losses
Trade receivablesCommon control under Sinochem Holdings338,272-200,954-
Joint venture25,074-23,150-
Minority shareholder and its subsidiary40,618-32,953-
Other receivablesCommon control under Sinochem Holdings1,007-83-
Other Non-Current assetsCommon control under Sinochem Holdings84-84-
PrepaymentsCommon control under Sinochem Holdings10,813-33,069-

Payable Items

June 30December 31
ItemsRelated Party Relationship20222021
Trade payablesCommon control under Sinochem Holdings619,837489,859
Minority shareholder and its subsidiary3,096355
Other payablesCommon control under Sinochem Holdings21,63630,006
Minority shareholder and its subsidiary207-
Other non-current liabilities due within one year *Common control under Sinochem Holdings335,570-
Other non-current liabilities *Common control under Sinochem Holdings335,570318,786

* The liabilities are loans from a related party, the interest expenses for the six months ended June 30, 2022is 3,033 thousand RMB (six months ended June 30, 2021: 2,865 thousand RMB).

Following the approvals from Solutions Board of Directors and the Audit Committee dated October 25,2021, on October 27, 2021, Solutions, through one of its subsidiaries, entered into a committed creditfacilities agreements in the aggregate amount of USD 100 million on market terms with Syngenta Group, orany of its subsidiaries. As of 30 June 2022, the total amount of USD 100 million has been fully utilized(RMB 671 million).

- 101 -

X. Related parties and related party transactions - (cont’d)

6. Transactions and balances with related parties - (cont'd)

(3) Other related party transactions

The closing balance of bank deposit in ChemChina Finance Corporation was nil thousand RMB (31.12.21:

358,881 thousand RMB) Interest income of bank deposit for the current period was 90 thousand RMB(amount for six months ended June 30, 2021 was 810 thousand RMB).The closing balance of a loan received from ChemChina Finance corporation was nil (2031.12.: nil). Interestexpenses in the current period was nil (six months ended June 30, 2021 was 1,471 thousand RMB).

The closing balance of bank deposit in Sinochem Finance Corporation was 179,469 thousand RMB(31.12.21: nil) Interest income of bank deposit for the current period was 976 thousand RMB (amount forsix months ended June 30, 2021 was nil).

ADAMA Ltd.(Expressed in RMB '000)

Notes to the Financial Statements

- 102 -

XI. Commitments and contingencies

1. Significant commitments

June 30December 31
20222021
Investment in Fixed assets549,096623,156

2. Commitments and Contingent Liabilities

On December 10, 2018 the 9th meeting of the 8th session of the Board of Directors of the Company approvedthe extension of the engagement in annual liability insurance policies for directors, supervisors and seniorofficers of the Company (“D&O Liability Insurance) as originally approved by the 22nd meeting of the 7thsession of Board of Directors and the 4th Interim Shareholders Meeting in 2017, and authorized the managementto annually deal with all matters relating to renewal/extension of the customary D&O Liability Insurancepolicies, with up to 20% flexibility in the relevant terms of the original policy. On December 26, 2018 the 3rdInterim Shareholders Meeting approved the above resolution. The current D&O Liability Insurance wasrenewed for an additional one-year term commencing November 15, 2021.

Environmental protectionThe manufacturing processes of the Company and the products it produces and market, entail environmentalrisks that impact the environment. The Company invests substantial resources in order to comply with theapplicable environmental laws and attempts to prevent or minimize the environmental risks that could occur asa result of its activities. To the best of the Company’s knowledge, at the balance sheet date, there are no materialenvironmental issues relating to the Company, there are no material administrative penalties or investigationsrelated to environment, health and safety imposed or initiated by regulatory authorities, and none of the materialpermits and licenses regarding environmental issues required for the Company’s day to day operations havebeen revoked.

OtherFor two of the Company’s production sites in China that have been in the process of relocation, Jingzhou sitein Jingzhou, Hubei Province completed its relocation and upgrade program and is now at high level of opertionand Anpon old site in Huai’An, Jiangsu Province is in the process of relocating to the new site. As part of therelocation process, the Company executed in previous years a reduction plan to reduce the number of employeesduring the relocation period.

Claims against subsidiariesIn the ordinary course of business, legal claims were filed against subsidiaries, including claims for patentinfringement. The Company, inter alia, like other companies operating in the crop protection market, is exposedto class actions for large amounts, which it must defend against while incurring considerable costs, even if theseclaims have no basis in the first place. In the opinion of the Company’s management, which is based, inter alia,on the opinions of its legal advisors regarding the prospects of the proceedings, the financial statements includeadequate provisions where necessary to cover the exposure resulting from the claims.

- 103 -

XI. Commitments and contingencies - (cont’d)

2. Commitments and Contingent Liabilities - (cont’d)

Claims against subsidiaries (cont’d)On October 20, 2020, a claim and a motion for its approval as a class action (the “Motion”) was filed againstMonsanto Company and Bayer AG (the “Manufacturers”) as well as against ADAMA Agan Ltd., a wholly-owned subsidiary of the Company, with respect to an herbicide bearing the brand name Roundup, which isproduced by the Manufacturers and distributed in Israel in small quantities by the subsidiary. The applicantsargue that the product allegedly poses a risk to users or those who have been exposed to it. The Company andthe subsidiary reject the allegations against the subsidiary in the Motion and in the statement of claim. As theCompany is an authorized distributor of the Manufactures, which undertook to fully indemnify, defend and holdharmless ADAMA Agan Ltd., for any monetary compensation or any other remedy it will have to make inconnection with the Motion, the Motion and claim are not expected to have any non-negligible effect on theCompany’s financial results.

In June 2021, a lawsuit was filed against a subsidiary of the Company, alleging two patents owned by a largecompetitor of the Company, have been infringed by such subsidiary. Among the claims, the plaintiff seekspreliminary and permanent injunctions to prevent the subsidiary from manufacturing, using or commercializingany product that infringes the plaintiff’s patents, and seeks actual damages and profits loss. The said preliminaryinjunctions were granted by the court in favor of the plaintiff. The subsidiary has filed appeals against suchpreliminary injunctions, which one was rejected and the second is still pending. Prior to such claims, and on-going, the subsidiary filed several lawsuits against the said plaintiff seeking to declare the said patents are invalidand the subsidiary does not infringe them. All these lawsuits are pending as of the approval date of the financialstatements. At this stage, the claims filed by the plaintiff are not expected to have a material effect on theCompany.

Various immaterial claims have been filed against Group companies in courts throughout the world, inimmaterial amounts, for causes of action primarily involving employee-employer relations and various civilclaims, for which the Company did not record a provision in the financial statements. The claims that in theestimation of Company’s management, based on its legal advisors’ opinion, have lower chances of succeedingthan being rejected, amount to a negligible amount. Furthermore, claims were filed against the Company forproduct liability damages, for which the Company has adequate insurance coverage, such that the Company’sexposure in respect thereof is limited to the deductible amount or the amount thereof does not exceed thedeductible amount.

XII. Events subsequent to the balance sheet dateWith respect to the current events in Ukraine, at this stage, the Company cannot definitively estimate thepotential impact of these events on the financial performance of the Company. The Company is continuouslyreviewing the situation on the ground and assessing the potential risks involved, and will provide a furtherupdate in due course.

- 104 -

XIII. Share-based Payments

1. In February 2019, the remuneration committee and Solutions Board of Directors (as well as the General

Meeting with respect to theformer CEO and Vice President who also serves as a director) approved theallocation of 77,864,910 phantom warrants to officers and employees in accordance with the long-termphantom compensation plan (hereinafter - "the 2019 Plan"), out of which 75,814,897 phantom warrants weregranted at the grant date of February 21, 2019. During 2019, 1,206,081 additional Phantom warrants weregranted.

The warrants will vest in four equal portions, where the first and second quarters are exercisable after twoyears, the third quarter after three years and the fourth quarter after four years from January 1, 2019. Thewarrants will be exercisable, in whole or in part, in accordance with the terms of the 2019 plan, and subject toachieving financial targets as determined in the plan. The warrants will be exercisable until the end of 2025.

Upon exercise of each warrant, the offeree will be entitled to receive cash payment equal to the differencebetween the base price as determined at the time of the grant and the closing price of one share of the Companyon the Shenzhen Stock Exchange, as it will be on the exercise date up, to the ceiling that was determined underthe plan.

The fair value of the granted warrants as aforesaid was estimated using the binomial pricing model.

The cost of the benefit embodied in the warrants that were allocated as aforesaid, based on the fair value at thegrant date, amounted to a total of approximately 186 million RMB. The liability at the end of the reportingperiod was recorded according to the vesting period as determined in the plan, taking into account the extentof the service that the employees provided until that date and the Company’s share price at the end of thereporting period.

Statement of share based payments in the periodPhantom warrants
Total number of Phantom warrants at the beginning of the period55,720,575
Total number of Phantom warrants granted in current period-
Total number of Phantom warrants exercised in current period(19,391,502)
Total number of Phantom warrants forfeited in current period(3,189,393)
Total number of Phantom warrants at the end of the period33,139,680
The exercise prices and the remainder of the contractual period for Phantom warrants outstanding at the end of periodRMB 9.90 – 10.85 3.5 years
The parameters used in implementing the model at the grant date are as follows:
Stock price (RMB)10.85
Exercise increment (RMB)10.03/10.85
Expected volatility43.97%
Risk-free interest rate3.06%
Economic value as of February 21, 2019 (in thousands RMB)186,206
The methods for the determination of the fair value of liabilities arising from cash-settled share-based paymentsThe binomial pricing model
Accumulated amount of liabilities arising from cash-settled share-based payments (in thousands RMB)114,172
Expenses arising from cash-settled share-based payments in current period (in thousands RMB)51,627

- 105 -

XIII. Share-based Payments - (cont’d)

2. In September 2019, the remuneration committee and Solutions Board of Directors (and the General Meeting

with respect to the CEO and Vice President who also serves as a director) approved the cancellation of 2017Plan against the allocation of 28,258,248 warrants in accordance with the long-term phantom compensationplan (hereinafter - "The Alternative Warrants" and "The Alternative Plan"). The cancellation and allocationdate is September 26, 2019. During 2019, an additional 90,130 Alternative Phantom Warrants were granted.

The alternative warrants will vest in four equal portions, where the first quarter is exercisable after one year,the second quarter after two years, the third quarter after three years and the fourth quarter after four yearsfrom October 1, 2019. The warrants will be exercisable, in whole or in part, in accordance with the terms ofthe Alternative Plan, and subject to achieving financial targets as determined in the plan. The warrants will beexercisable until October 1, 2026.

Upon exercise of each warrant, the offeree will be entitled to receive cash payment equal to the differencebetween the base price as determined at the time of the grant and the closing price of one share of the parentcompany on the Shenzhen Stock Exchange, as it will be on the exercise date up to the ceiling that wasdetermined under the plan.

The fair value of the total granted alternative warrants at the allocated date is equal to the fair value of the totalwarrants canceled from the 2017 plan.

The cost of the benefit embodied in the warrants that were allocated as aforesaid, based on the fair value at thecancellation and allocation date, amounted to a total of approximately 69 million RMB. The liability in thefinancial statements at the end of the reporting period was recorded at the fair value estimated using thebinomial option pricing model and by the vesting period from the original grant date of the 2017 plan to theend of the service period determined by the alternative plan, taking into account the extent of the service thatthe employees provided until that date and the stock price at the reporting date.

Statement of share based payments in the period

Phantom warrants
Changes in the number of 2017 Plan:
Total number of Phantom warrants at the beginning of the period18,710,787
Total number of Phantom warrants granted in current period-
Total number of Phantom warrants exercised in current period(4,893,994)
Total number of Phantom warrants forfeited in current period(493,963)
Total number of Phantom warrants at the end of the period13,322,830
The range of the exercise prices and the remainder of the contractual period for Phantom warrants outstanding at the end of periodRMB 9.40 – 9.43 4.25 years

ADAMA Ltd.(Expressed in RMB '000)

Notes to the Financial Statements

- 106 -

XIII. Share-based Payments - (cont’d)

The parameters used in implementing the model at the grant date are as follows:
Stock price (RMB)9.23
Exercise increment (RMB)9.43
Expected volatility40.29%
Risk-free interest rate3.14%
Economic value as of September 26, 2019 (in thousands RMB)68,836
The methods for the determination of the fair value of liabilities arising from cash-settled share-based payments related to the alternative planThe binomial pricing model
Accumulated amount of liabilities arising from cash-settled share-based payments related to the alternative plan (in thousands RMB)46,306
Expenses (income) arising from cash-settled share-based payments in current period related to the alternative plan (in thousands RMB)25,993

XIV. Other significant items

1. Segment reporting

The Company presents its segment reporting based on a format that is based on a breakdown by businesssegments:

? Crop Protection (Agro)

This is the main area of the Company’s operations and includes the manufacture and marketing ofconventional agrochemical products.

? Intermediates and ingredients

This field of activity includes a large number of sub-fields, including: Lycopan (an oxidization retardant),aromatic products, and other chemicals. It combines all the Company’s activities not included in the CropProtection products segment.

Segment results reported to the chief operating decision maker include items directly attributable to a segmentas well as items that can be allocated on a reasonable basis. Unallocated items comprise mainly financingexpenses, net, gains from changes in fair value, investment income and tax expenses.

All assets and liabilities that can be attributed to a specific segment were allocated accordingly. Attributedassets include: accounts and bills receivables, receivables financing, inventory, fixed assets, right-of-use assets,construction in progress, intangible assets, goodwill, non-current trade receivables and long-term equityinvestments. Attributed liabilities include account payables, bill payablesand lease liabilities. All other assetsand liabilities which are not attributable to a specific segment are presented as unallocated assets and liabilities.

- 107 -

XIV. Other significant items - (cont'd)

1. Segment reporting - (cont’d)

Information regarding the results and assets and liabilities of each reportable segment is included below:

Crop ProtectionIntermediates and ingredientsElimination among segmentsTotal
Six months ended June 30Six months ended June 30Six months ended June 30Six months ended June 30
20222021202220212022202120222021
Operating income from external customers16,842,61713,653,6661,953,2111,410,114--18,795,82815,063,780
Inter-segment operating income--870977(870)(977)--
Interest in the profit or loss of associates and joint ventures--4,7063,243--4,7063,243
Segment's results1,385,155840,793351,710168,380--1,736,8651,009,173
Financial expenses (incomes)(438,224)448,790
Gain (loss) from changes in fair value(1,341,717)(140,069)
Profit before tax833,374420,314
Income tax expense(101,276)(51,081)
Net profit732,098369,233
Crop ProtectionIntermediates and ingredientsUnallocated assets and liabilitiesTotal
June 30December 31June 30December 31June 30December 31June 30December 31
20222021202220212022202120222021
Total assets45,611,87639,213,5162,518,4102,071,0747,379,3708,950,71855,509,65550,235,308
Total liabilities8,532,5476,867,619363,273282,00624,077,16522,010,60032,972,98529,160,225

- 108 -

XIV. Other significant items - (cont'd)

1. Segment reporting - (cont’d)

Geographic information

The following tables sets out information about the geographical segments of the Group’s operating incomebased on the location of customers (sales target) and the Group's non-current assets (including fixed assets,right-of-use assets, construction in progress, investment properties intangible assets and goodwill). In the caseof investment property, fixed assets, right of used assets and construction in progress, the geographical locationof the assets is based on its physical location. In case of intangible assets and goodwill, the geographicallocation of the company which owns the assets.

Operating income from external customers
Six months ended June 30
20222021
Europe4,202,8413,915,671
North America3,639,6002,880,327
Latin America3,993,9532,895,965
Asia Pacific4,658,4703,124,576
Africa, Middle East and India2,300,9642,247,241
18,795,82815,063,780
Specified non-current assets
June 30December 31
20222021
Europe999,698962,601
Latin America2,391,2322,227,234
North America1,159,8611,116,510
Asia Pacific5,556,3995,609,749
Africa, Middle East and India11,774,77710,713,739
21,881,96720,629,833

2. The dependency on major customers

No single customer's proportion of the total amount of sales is over 10%.

- 109 -

XIV. Other significant items - (cont'd)

3. Calculation of Earnings per share and Diluted earnings per share

Amount for the current periodAmount for the prior period
Net profit from continuing operations attributable to ordinary shareholders732,098367,036
SharesAmount for the current periodAmount for the prior period
Number of ordinary shares outstanding at the beginning of the year2,329,811,7662,329,811,766
Add: weighted average number of ordinary shares issued during the year--
Less: weighted average number of ordinary shares repurchased during the year--
Weighted average number of ordinary shares outstanding at the end of the year2,329,811,7662,329,811,766
Amount for the current periodAmount for the prior period
Calculated based on net profit attributable to ordinary shareholders
Basic earnings per share0.310.16
Diluted earnings per shareN/AN/A
Calculated based on net profit from continuing operations attributable to ordinary shareholders:
Basic earnings per share0.310.16
Diluted earnings per shareN/AN/A
Calculated based on net profit from discontinued operations attributable to ordinary shareholders:
Basic earnings per shareN/AN/A
Diluted earnings per shareN/AN/A

ADAMA Ltd.(Expressed in RMB '000)

Notes to the Financial Statements

- 110 -

XV. Notes to major items in the Company's financial statements

1. Cash at bank and on hand

June 30December 31
20222021
Deposits in banks276,501259,434
Other cash and bank18,7416,124
295,242265,558

As at June 30, 2022, restricted cash and bank balances was 18,741 thousand RMB (as at December 31, 2021:

6,124 thousand RMB).

2. Accounts receivable

a. By category

June 30, 2022
Book valueProvision for expected credit losses
AmountPercentage (%)AmountPercentage (%)Carrying amount
Account receivables assessed individually for impairment13,893313,893100-
Account receivables assessed collectively for impairment478,1049731-478,073
491,99710013,9243478,073
December 31, 2021
Book valueProvision for expected credit losses
AmountPercentage (%)AmountPercentage (%)Carrying amount
Account receivables assessed individually for impairment13,879613,879100-
Account receivables assessed collectively for impairment208,1259416-208,109
222,00410013,8956208,109

b. Aging analysis

June 30, 2022
Within 1 year (inclusive)478,104
Over 1 year but within 2 years-
Over 2 years but within 3 years15
Over 3 years but within 4 years1
Over 4 years but within 5 years1
Over 5 years13,876
491,997

- 111 -

XV. Notes to major items in the Company's financial statements - (cont'd)

2. Accounts receivable - (cont'd)

c. Addition, written-back and written-off of provision for expected credit losses during the period

Six months ended June 30, 2022
Balance as of January 113,895
Addition during the year, net31
Write back during the year(2)
Write-off during the year-
Exchange rate effect-
Balance as of June 3013,924

d. Five largest accounts receivable at June 30, 2022:

NameClosing balanceProportion of Accounts receivable (%)Allowance of expected credit losses
Party 1317,84165-
Party 270,81214-
Party 337,1398-
Party 417,2163-
Party 59,8862-
452,89492-

3. Receivable financing

June 30December 31
20222021
Bank acceptance draft72,74511,752
72,74511,752

As at June 30, 2022, bank acceptance endorsed but not yet due amounts to 239,571 thousand RMB.

- 112 -

XV. Notes to major items in the Company's financial statements - (cont'd)

4. Other Receivables

June 30December 31
20222021
Other receivables20,92321,496
20,92321,496

(1) Other receivables

a. Other receivables by categories

June 30December 31
20222021
Other27,01627,477
Provision for expected credit losses(6,093)(5,981)
20,92321,496

b. Other receivables by aging

June 30, 2022
Within 1 year (inclusive)204
Over 1 year but within 2 years *563
Over 2 years but within 3 years11,830
Over 3 years but within 4 years9,456
Over 4 years but within 5 years-
Over 5 years4,963
27,016

* Include intergroup balance with Anpon.

- 113 -

XV. Notes to major items in the Company's financial statements - (cont'd)

4. Other Receivables - (cont'd)

(2) Other receivables - (cont'd)

c. Additions, recovery or reversal and written-off of provision for expected credit losses during theperiod:

Period ended June 30, 2022
Balance as of January 1, 20225,981
Addition during the period512
Written back during the period(400)
Write-off during the period-
Balance as of June 30, 20226,093

d. Five largest other receivables at June 30 2022:

NameClosing balanceProportion of other receivables (%)Credit loss provision
Party 111,61143-
Party 29,31334-
Party 33,125123,125
Party 45482548
Party 55432543
25,140934,216

ADAMA Ltd.(Expressed in RMB '000)

Notes to the Financial Statements

- 114 -

XV. Notes to major items in the Company's financial statements - (cont'd)

5. Long-term equity investments

June 30, 2022December 31, 2021
Amount balanceImpairment lossBook valueAmount balanceImpairment lossBook value
Invest in subsidiaries17,511,352-17,511,35217,511,352-17,511,352
17,511,352-17,511,35217,511,352-17,511,352

Investments in subsidiaries

Invested unitOpening balanceIncreaseDecreaseClosing balanceCurrent provision Impairment lossBalance provision Impairment loss
ADAMA Agricultural Solutions Ltd.15,890,213--15,890,213--
Adama Anpon (Jiangsu) Ltd.450,449--450,449--
ADAMA Hiufeng (Jiangsu) Co. Ltd.848,140--848,140--
Hubei Sanonda Foreign Trade Co. Ltd.11,993--11,993--
Adama Huifeng (shanghai) Agricultural Technology Co., Ltd310,557--310,557--
17,511,352--17,511,352--

6. Operating Income and operating costs

Six months ended June 30, 2022Six months ended June 30, 2021
RevenueOperating costsRevenueOperating costs
Main operations1,162,352870,245591,292467,717
Other operations22,74211,17325,80515,220
1,185,094881,418617,097482,937

- 115 -

XV. Notes to major items in the Company's financial statements - (cont'd)

7. Notes to items in the cash flow statements

(1) Other cash received relevant to operating activities

Six months ended June 30, 2022Six months ended June 30, 2021
Interest income3,3409,971
Government subsidies13,3779,976
Other6,3851,256
23,10221,203

(2) Other cash paid relevant to operating activities

Six months ended June 30, 2022Six months ended June 30, 2021
Professional services37,60848,027
Transportation and Commissions26,62211,122
Other6,6978,162
70,92767,311

(3) Other cash received relevant to investing activities

Six months ended June 30, 2022Six months ended June 30, 2021
Loans150,000-

(4) Other cash paid relevant to investing activities

Six months ended June 30, 2022Six months ended June 30, 2021
Loans250,000-

(5) Other cash received relevant to financing activities

Six months ended June 30, 2022Six months ended June 30, 2021
Deposit for issuing bills payables6,1245,880

- 116 -

XV. Notes to major items in the Company's financial statements - (cont'd)

(6) Other cash paid relevant to financing activities:

Six months ended June 30, 2022Six months ended June 30, 2021
Repayment of loan from others18,741171,770
Other-291
18,741172,061

8. Supplementary information to cash flow statement

(1) Reconciliation of net profit to net cash flows generated from operating activities:

Six months ended June 30
20222021
Net profit245,802(28,205)
Add: Assets impairment loss(3,142)1,068
Credit impairment loss141(107)
Depreciation of fixed assets100,48553,021
Depreciation of-right-of use assets1,43428
Amortization of intangible assets5,7275,099
Loss (gain) on disposal of fixed assets, intangible assets and other long-term assets(59,538)(15,239)
Financial expenses28,33313,438
Increase in deferred income tax assets-(228)
Decrease (increase) in inventory(107,348)88,421
Decrease (increase) in accounts receivable from operating activities(287,302)227,772
Increase (decrease) in payables from operating activities137,955(99,852)
Net cash flows generated from operating activities62,547245,216

(2) Net increase in cash and cash equivalents

Six months ended June 30
20222021
Closing balance of cash276,501436,804
Less: Opening balance of cash259,4341,022,758
Net increase in cash and cash equivalents17,067(585,954)

ADAMA Ltd.(Expressed in RMB '000)

Notes to the Financial Statements

- 117 -

XV. Notes to major items in the Company's financial statements - (cont'd)

9. Related parties and related parties transactions

(1) Information on parent Company

Company nameRegistered placeBusiness natureRegistered capital (Thousand RMB)Shareholding percentagePercentage of voting rights
Syngenta GroupShanghai, ChinaProduction and sales of agrochemicals, fertilizers and GM seeds11,144,54578.47%78.47%

The ultimate controlling shareholder is Sinochem Holdings .

(2) Information on the subsidiaries of the Company

For information about the subsidiaries of the Company, refer to Note VII.1.

(3) Transactions with related parties

a. Transactions of goods and services

Six months ended June 30
20222021
Summary of Purchase of goods/services received:Related Party Relationship
Purchase of goods/services receivedCommon control under ChemChina67,10140
Subsidiary47,97058,038
Purchase of fixed assets and other assetsCommon control under ChemChina2,56939,580
Summary of Sales of goods:
Sale of goodsCommon control under ChemChina20,068-
Associated enterprises under ChemChina-1,082
Subsidiary497,938328,762
Sale of raw materialsSubsidiary1,0033,396

- 118 -

XV. Notes to major items in the Company's financial statements - (cont'd)

9. Transactions and balances with related parties - (cont'd)

(3) Transactions with related parties - (cont'd)

b. Guarantees

The Company as the guarantor

Amount of guaranteed loanInception date of guarantyMaturity date of guarantyGuaranty completed (Y/ N)
Subsidiary59,50027/04/202126/04/2022Y
30,00026/02/202124/02/2022Y
30,00025/06/202124/06/2022Y
45,00021/05/202118/05/2022Y
40,00018/03/202117/03/2022Y
100,00019/07/202110/07/2022Y
33,00005/11/202103/05/2022Y
20,00005/11/202104/05/2022Y
141,00001/12/202128/10/2027N
33,00016/12/202115/12/2022N
40,00026/04/202227/04/2023N
30,00026/02/202224/02/2023N
50,00018/01/202217/01/2023N
7,90025/01/202228/09/2026N
30,00030/03/202229/03/2023N

The Company as the guarantee receiver

Guarantee providerAmount of guaranteed loanInception date of guarantyMaturity date of guarantyGuaranty completed (Y / N)
Parent company338,00021/04/202120/04/2028N
72,15401/06/202131/05/2028N

During the reporting period, the Company paid a guarantee fee amounting to 227 thousand RMB(2021.1-6: nil) to the parent company.

- 119 -

XV. Notes to major items in the Company's financial statements - (cont'd)

9. Transactions and balances with related parties - (cont'd)

(3) Transactions with related parties - (cont'd)

c. Receivables from and payables to related parties (including loans)

Receivable Items

June 30December 31
20222021
ItemsRelated Party RelationshipBook BalanceExpected credit lossesBook BalanceExpected credit losses
Trade receivablesSubsidiary338,683-160,190-
Other non-current assetsSubsidiary250,000-150,000-
Other receivablesSubsidiary11,611-11,611-
Trade rceivablesHolding Common control under Sinochem3,767---
PrepaymentsHolding Common control under Sinochem Holding10.812-10,000-
Other non-current assetsCommon control under Sinochem Holding84-84-

Payable Items

June 30December 31
ItemsRelated Party Relationship20222021
Trade payablesSubsidiary1,43271
Trade payablesCommon control under Sinochem Holdings45,56252,075
Other payablesSubsidiary346,739241,049
Common control under Sinochem Holdings475249
Contract liabilityAssociated enterprises under Sinochem Holdings611-

- 120 -

XV. Notes to major items in the Company's financial statements - (cont'd)

9.Transactions and balances with related parties - (cont'd)

(3) Transactions with related parties - (cont'd)

d. Other related party transactionsThe closing balance of bank deposit in ChemChina Finance Corporation was nil (2131.12.:

189,978 thousand RMB) Interest income of bank deposit for the current period was 67thousand RMB (amount for six months ended June 30, 2021 was 598 thousand RMB).

The closing balance of bank deposit in SinoChem Finance Corporation was 15,368 thousandRMB (2131.12.: nil) Interest income of bank deposit for the current period was 493 thousandRMB (amount for six months ended June 30, 2021 was nil).

Supplementary information(Expressed in RMB '000)

1. Extraordinary Gain and Loss

Six months ended
June 30, 2022
Disposal of non-current assets67,970
Government grants recognized through profit or loss24,834
Recovery or reversal of expected credit losses which is assessed individually during the years17,200
Other non-operating income or expenses other than the above(10,240)
Other profit or loss that meets the definition of non-recurring profit or loss(5,845)
Tax effect(16,844)
77,075

Note 1: Extraordinary gain and loss items listed above are presented in the amount before taxation

2. Return on net assets and earnings per share (“EPS”)

The information of Return on net assets and EPS is in accordance with the Preparation Rules forInformation Disclosure by Companies Offering Securities to the Public No. 9 – Calculation andDisclosure of Return on net assets and Earnings per share (2010 Amendment) issued by China SecuritiesRegulatory Commission.

Profit during the reporting periodWeighted average rate of return on net assets
Basic EPS (RMB/share)Diluted EPS (RMB/share)
Net profit attributable to ordinary shareholders of the Company3.350.31N/A
Net profit after deduction of extraordinary gains/losses attributable to ordinary shareholders of the Company3.010.28N/A

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