Current Report Later OGSM & EGSM - Aprilie 8, 2022

Fri, 04/08/2022 - 13:42

I. As of the date of April 8, 2022, the Alro S.A. Ordinary General Meeting of Shareholders took place.

It was attended by the following shareholders:

· Vimetco PLC Cyprus, holding shares representing 54.1898 % from the share capital, has voted by correspondence;

· Paval Holding S.R.L. Bacau, holding shares representing 23.2117 % from the share capital, has voted by correspondence;

· Fondul Proprietatea S.A., Bucharest, holding shares representing 10.2111 % from the share capital, has voted by correspondence;

· Fondul de Pensii Administrat Privat NN Pensii S.A.F. P.A.P. S.A., Bucharest, holding shares representing 4.4131 % from the share capital, has voted by correspondence;

· Fondul de Pensii Administrat privat AZT Viitorul Tau, holding shares representing 3.0929 % from the share capital, has voted by correspondence;

· Fond de Pensii Facultative NN Optim/NN Asigurari de Viata S.A. Bucharest, holding shares representing 0.2872 % from the share capital, has voted by correspondence;

· Fond de Pensii Facultative NN Activ/NN Asigurari de Viata S.A. Bucharest, holding shares representing 0.2122 % from the share capital, has voted by correspondence;

· Fondul de Pensii Facultative AZT Vivace, holding shares representing 0.0514 % from the share capital, has voted by correspondence;

· Fondul de Pensii Facultative AZT Moderato, holding shares representing 0.0008 % from the share capital, has voted by correspondence;

· Nastase Marian Daniel, holding shares representing 0.0420 % from the share capital;

· Nastase Genoveva, holding shares representing 0.0420 % from the share capital;

· Stoian Constantin, holding shares representing less than 0.0001 % from the share capital;

· Popescu Constantin, holding shares representing less than 0.0001 % from the share capital.

The shareholders attending the Ordinary General Meeting hold shares amounting to 95.75 % from the share capital.

The following decisions have been made:

1. By a number of 683,473,220 total votes expressed, accounting for 683,473,220 shares, respectively 95.75 % of the total share capital, out of which 553,075,621 votes in favour accounting for 80.92 % of the share capital represented for in the meeting, 107,949,292 votes against and 22,448,307 abstention votes, all the cast votes being secretly expressed and valid, it is hereby appointed as director Mr. Higer Igor, for a mandate valid until April 25, 2023.

2. By a number of 683,473,220 total votes expressed, accounting for 683,473,220 shares, respectively 95.75 % of the total share capital, out of which 553,075,621 votes in favour accounting for 80.92 % of the share capital represented for in the meeting, 107,949,292 votes against and 22,448,307 abstention votes, all the cast votes being secretly expressed and valid, it is hereby appointed as director Mrs. Nastase Genoveva, for a mandate valid until April 25, 2023.

3. By a number of 683,473,220 total votes expressed, accounting for 683,473,220 shares, respectively 95.75 % of the total share capital, out of which 553,075,621 votes in favour accounting for 80.92 % of the share capital represented for in the meeting, 107,949,292 votes against and 22,448,307 abstention votes, all the cast votes being secretly expressed and valid, it is hereby appointed as director Mr. Voncu Dragos Adrian, for a mandate valid until April 25, 2023.

4. By a number of 683,473,220 total votes expressed, accounting for 683,473,220 shares, respectively 95.75 % of the total share capital, out of which 495,344,874 votes against accounting for 72.47 % of the share capital represented for in the meeting, 165,680,039 votes in favor and 22,448,307 abstention votes, all the cast votes being valid, the Remuneration Policy, in the version proposed by the Company’s Board of Directors is hereby rejected.

5. By a number of 683,473,220 total votes expressed, accounting for 683,473,220 shares, respectively 95.75 % of the total share capital, out of which 683,473,220 votes in favour accounting for 100 % of the share capital represented for in the meeting, all the cast votes being valid, it is hereby approved to empower Mr. Ion Constantinescu to comply with all the formalities for the registration of the Ordinary General Meeting of Shareholders resolutions.

6. By a number of 683,473,220 total votes expressed, accounting for 683,473,220 shares, respectively 95.75 % of the total share capital, out of which 683,473,220 votes in favour accounting for 100 % of the share capital represented for in the meeting, all the cast votes being valid, it is hereby approved the date of May 10, 2022 as registration date, for the opposability of all the decisions made by the Shareholder’s Ordinary General Meeting, in accordance with the provisions of art. 87 in Law no. 24/2017 regarding the issuers of the financial instruments and market operations.

7. By a number of 683,473,220 total votes expressed, accounting for 683,473,220 shares, respectively 95.75 % of the total share capital, out of which 683,473,220 votes in favour accounting for 100 % of the share capital represented for in the meeting, all the cast votes being valid, it is hereby approved the date of May 9, 2022, as ex date, in accordance with the provisions of art. 187 point 11 of Regulation no. 5/2018 regarding the issuers of the financial instruments and market operations issued by the Financial Supervisory Authority.

II. As of the date of April 8, 2022, the Alro S.A. Extraordinary General Meeting of Shareholders took place.