GRO [AGRIA] S-8:
[] [Ref: SSY/630408-000001/9985847v3 Agria Corporation 12th Floor, Phase 1, Austin Tower 22-26A Austin Avenue, Tsim Sha Tsui, Kowloon Hong Kong 30 August 2016 Dear Sirs Agria Corporation (the “Company”) Commission Registration Statement Securities Act Shares Plan Memorandum and Articles Resolutions For the purposes of giving this opinion, we have examined copies of the Registration Statement and the Plan. We have also] [AGRIA CORPORATION 2015 SHARE INCENTIVE PLAN ARTICLE 1 The purpose of the Agria Corporation 2015 Share Incentive Plan (the “Plan”) is to promote the success and enhance the value of Agria Corporation (the “Company”) by linking the personal interests of the members of the Board, Employees and Consultants to those of Company shareholders and by providing such individuals with an] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in this Registration Statement on Form S-8 of our report dated September 22, 2015, relating to the consolidated financial statements of Agria Corporation and subsidiaries, which report appears in the Annual Report on Form 20-F of Agria Corporation for the year ended June 30, 2015. August]
