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Notice of ESGM 20/21.11.2017

Release Date: 10/17/2017 8:19:27 AM

IRIS Code: 9CF59


Societatea Comerciala


ADRESA: Str. Ciocarlau nr. 38


J 18/1120/1991; CIF: RO 2157428

Telefon: 0040-253-22.64.44; 22.64.45

Fax: 0040-253-22.61.40; 22.60.67; 22.60.45

Capital social: 24.873.443 lei









Current Report

under Regulation no. 1/2006, art. 113


Date of report: 16.10.2017

Issuer Name: S.C. ARTEGO S.A.

Headquarters: Tg. Jiu, Ciocarlau Street, no. 38, Gorj County.

Registration number at the Trade Register: J18/1120/1991

Unique registration code: RO2157428

Capital :  24.873.442,5 RON

Trading Market: BVB Market – standard


              e) Other events:

  The board of S.C. ARTEGO S.A. TG. JIU was meeting on 16.10.2017 at the headquarters on Ciocarlau Street No.38, Gorj county, and it decided to convene the Extraordinary General Meeting of Shareholders on 20.11.2017, 11 am  at the company for all shareholders registered in the register of shareholders at the end of the day 07.11.2017, established as the reference date for holding these meetings, with the following agenda :

             1.The approval of the reduction of the share capital of the company from 24.873.442,50 lei to 22.390.412,50 lei, due to the cancellation of 993.212 own shares acquired by the company within the redemption program approved by the AGEA decision dated 12.03.2016.

            After the reduction of the share capital, the subscribed share capital of the company will amount to 22.390.412,50 lei, being divided into 8.956.165 shares, with a nominal value of 2,50 lei / share.

            2.The approval of the change of the company's status, as a result of the reduction of the share capital.

            Thus, art. 6, par. 1 of Chapter III of the Statute will have the following content: '' The share capital is 22.390.412,50 lei, divided into 8.956.165 shares, with a value of 2,5 lei / share. ''

            3.The approval of the empowerment of Mr. David Viorel - Chairman of CA to sign the updated status, as a result of its modification, and to register the reduction of the registered capital to the competent institutions.

               4.The approval of the CA proposal regarding the registration date on 08.12.2017 for AGEA according to art. 86, paragraph 1 of Law 24/20147 regarding the issuers of financial instruments and market operations and as ex-date on 07.12.2017.

            At the meeting may participate and vote the shareholders registered in the Shareholders Register from S.C. CENTRAL DEPOSITARY S.A. at the end of the day of 07.11.2017, as the reference date.

One or more shareholders representing individually or jointly at least 5% of share capital are entitled:

a) to put items on the agenda of the general meeting, provided that each item to be accompanied by a justification or a draft resolution proposed for adoption by the General Meeting, no later than 01.11.2017 15 am;

            b) to submit draft resolutions for the items which are included or to be included in the agenda of the general meeting, no later than 01.11.2017 15 am.

               The shareholders have the right to ask questions related to items on the agenda of the EGM. The Company will formulate an overall answer to the questions with the same content which will be available on the website of the Company in the form of question – answer.

The mentioned shareholders in the preceding paragraphs are obliged to send materials / questions in writing, in sealed envelopes, accompanied by certified copies of identity documents, ID card for the individuals, or certificate of registration for legal persons, and the copy of the document proving their status of legal representative, at the company’s headquarters, clearly written statement in capital letters FOR THE EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS of 20/21.11.2017, or by e-mail with embedded electronic signature, according to Law no.455 / 2001 on electronic signature, at the address actionariat@artego.ro, mentioning the subject "EGM 20/21.11.2017".

The representation of the Shareholders in the General Meeting of Shareholders can be done by anyone other than shareholders, based on a general or special powers. A shareholder may grant a general power of attorney valid for a period which may not exceed more than three years.

The forms of special powers of attorney in Romanian and English may be obtained from the company’s headquarters or on the company's website, starting on 20.10.2017. A copy in the original power of attorney, completed and signed, accompanied by the copy of the valid ID of the shareholder (ID card in case of the individuals and certificate of registration for legal persons) shall be submitted / sent at the company’s headquarters until on 18.11.2017, 11 am, another will be provided to the representative so that it may prove as representative in the meeting. The powers of attorney in Romanian or English accompanied by the identification documents of the shareholders may be sent by e-mail with embedded electronic signature according to Law no.455 / 2001 on electronic signature, up to date 18.11.2017, 11 am at actionariat@artego.ro, mentioning the subject „for EGM 20/21.11.2017”.

At the date of the EGM, the appointed representative will teach the originals of the special powers of attorney, if that were sent by e-mail with electronic signature, and a copy of valid ID of the representative appointed.

The shareholders of SC ARTEGO SA have the opportunity to vote by mail before the EGM, using the form of the vote by mail in Romanian or English. The forms of the vote by mail  can be obtained from the company’headquarters or on the company's website, starting on 20.10.2017. The forms of the vote by mail, completed and signed accompanied by copy of the valid ID of the shareholder (ID card in case of the individuals or certificate of registration and a copy of the identity document of the legal representative for legal persons) can be sent to society’s headquarters, with acknowledgment of receipt, so be recorded as received by no later than the date of 18.11.2017, 11 am.

            The forms received after the date and time above will not be counted towards the quorum and majority in the EGM. The voting intentions can be expressed by e-mail at actionariat@artego.ro, with electronic signature stating "for EGM 20/21.11.2017 " .

The draft resolutions, the documents and the materials for discussion of EGM can be found at the company's headquarters, every working day or on the company's website www.artego.ro - "News" section, starting on 20.10.2017. Further informations can be obtained at tel no. 0253/226341 int 124.

If the meeting is not statutory, the reconvocation will take place on 21.11.2017, 11 am for EGM at the registered office of the Company, with the same agenda.




BOARD CHAIRMAN,                                                                SECRETARY

   David Viorel                                                                                Buse Diana



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