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CONTED SA - CNTE

Communique Dividend payment 2016 - English Version

Release Date: 4/7/2017 2:19:56 PM

IRIS Code: DD5F2

Current report

According to law no. 297/2004 and to Regulation C.N.V.M. no. 1/2006

 

Date of report: 06.04.2017

Name of the company: S.C. CONTED S.A.

Registered office: Dorohoi Municipality str. 1 Decembrie no. 8, Botosani County

Telephone / fax no.: 0231610067/ 0231610026

Sole Registration Code: RO 622445

Registration number at the Registry of Commerce Office: J07/107/1991

Subscribed and paid registered capital: 2. 284. 360.06 lei

Trading market: Bucharest Stock Exchange – Standard category

 

IMPORTANT EVENTS TO REPORT

Changes in the control of the trading company:

       - not applicable

Significant purchase or sale of assets:

       - not applicable

Bankruptcy procedure:

       - not applicable

Other events: Payment of dividends afferent to year 2016

 

COMMUNICATE

Regarding the distribution procedure of dividends to the shareholders of the company CONTED S.A. according to the decision of the Ordinary General Meeting of Shareholders from March 18th, 2017

 

According to the decision of the Ordinary General Meeting of Shareholders from March 18th, 2017, the allocation of the net profit afferent to year 2016 was approved, with a value of 195.544,76 lei, as dividends to shareholders. The approved gross dividend amounts to 0.81 lei / share. The divided tax will be calculated and withhold by Conted S.A. fron the gross dividend according to the legal dispositions in force.

The allocation of the dividends from the net profit realized for year 2016 will be done by the means of the Depozitarul Central S.A. Bucharest, and the commission due to the Depozitarul Central and to the payment agent (B.C.R. will be covered by the Company.

The dividends will be paid at 13.04.2017 (payment date), both for payment by bank transfer and also for payments in cash, to the shareholders registered in the Registry of Shareholders Conted SA at the registration date 03.04.2017, ex – date is 31.03.2017.  

The means and terms of payment are as follows:

I. Payment by the means of participants

1. For shareholders who are natural persons, legal persons or other entities, which at the registration date 03.04.2017 hold shared marked in Section II of the Registry of Shareholders CONTED S.A. in the account opened to Participant, the amounts representing dividends will be paid automatically by bank transfer by the means of the Depozitarul Central S.A. („Depozitarul Central”) in the accounts of the Participants, at payment date 13.04.2017.

II. Payments by bank transfer (in accounts opened in lei at a Romanian bank)

Starting with the date of this communicate, the shareholders natural and legal persons not represented by Participant who choose the payment of dividends by bank transfer can request and send to the Depozitarul Central S.A. the necessary documents, the payment of the dividends will be done by the operator Depozitarul Central by bank transfer at 13.04.2017 (payment date), after the reception and verification of the documentation, as follows: 

1. The holders of financial instruments which are natural persons, personally or by legal or conventional representative, will present to the Depozitarul Central the code IBAN collection, mentioning the bank and account number (IBAn code) opened in the name of the Holder of financial instruments (the form is available no the web page of the Depozitarul Central -  www.depozitarulcentral.ro), accompanied by:

  • Copy of the valid identity document with legible personal numeric code – certified by the holder as “certified copy”;
  • Account statement or a document delivered by the bank (signed and stamped) attesting the existence of the account on the name of the Holder of financial instruments, mentioning the IBAN code, in original;
  • Copy of the documents certifying the quality of the signer of the of the request of legal or conventional representative, if applicable - certified by the holder as “certified copy”;

2.  The holders of financial instruments which are legal persons, by legal or conventional representative, will present to the Depozitarul Central the code IBAN collection, mentioning the bank and account number (IBAn code) opened in the name of the Holder of financial instruments (the form is available no the web page of the Depozitarul Central -  www.depozitarulcentral.ro), accompanied by:    

  • Copy of the registration certificate -  a certified by the holder as “certified copy”;
  • Copy of the documents certifying the quality of legal representative of the Company (certificate of good standing issued by the registry of commerce/similar entity – for foreign companies) - certified by the holder as “certified copy”;
  • Copy of the documents certifying the quality of conventional representative of the request signer, if applicable, certified by the holder as “certified copy”;
  • Account statement or a document delivered by the bank (signed and stamped) attesting the existence of the account on the name of the Holder of financial instruments, mentioning the IBAN code, in original;

III. Payment in cash

For shareholders natural persons not represented by Participant, which don\t and/or don’t send the necessary documents for payment by bank transfer, the payment of the dividends can be done in cash, Conted S.A. making available the respective amounts, at the counters of the Commercial Bank of Romania from all over the country, by the means of the trading company Depozitarul Central S.A. starting with 13.04.2017 (payment date).

The shareholders natural persons can go to the counters of the Commercial Bank of Romania from the country. The schedule for the cashing of the dividends is the same with the working hours of the counters of the Commercial Bank of Romania from the country.

The dividends can be cashed by the shareholders personally or by legal or conventional representative, as follows: 

1. In case of Holders not represented by the Participant, resident natural persons coming personally to the counters, the payment of the amounts is done on the base of the identity document with the personal numeric code (C.N.P.). The identification of the Holders not represented by the Participant in the File is done based on the information found in the C.N.P. field.

2. In case of Holders not represented by the Participant, non-resident natural persons coming personally to the counters, the payment of the amounts is done on the base of the passport whose series and number must correspond to those in the File.

3. In case of Holders not represented by the Participant, natural persons under 14 years old, the payment of the amounts  will be done to the legal representative, that is, the parent/guardian of the minor child, based on the following documents: birth certificate of the Holder not represented by the Participant which must have the C.N.P. + 1 certified photocopy (which is kept), the legal document granting the guardianship in case of guardian which is not one of the parents + 1 certified photocopy (which is kept) and the identity document of the guardian/parent + 1 certified photocopy (which is kept).

4. In case of Holders not represented by the Participant, natural persons with instituted trusteeship, the payment of the amounts is done by the trustee of the respective person, based on the following documents: the identity documents of the Holders not represented by the Participant with the C.N.P. + 1 certified photocopy (which is kept), the legal document granting the trusteeship + 1 certified photocopy (which is kept) and the identity document of the trustee + 1 certified photocopy (which is kept).

5. In case of Holders not represented by the Participant, natural persons who do not come in person at the counter and authorize another person for this purpose, the payment of the amounts is done to the proxy of such person, based on the following documents: special power-of-attorney authenticated at the notary which contains the authorization to cash the amounts delivered not more than 3 years before the date of the payment, except when the power-of-attorney has a validity term higher than 3 years and is valid at the payment date + 1 certified photocopy (which is kept) and the identity document of the proxy + 1 certified photocopy (which is kept).    

6. The documents presented in a foreign language will be accompanied the notarized sworn translation in Romanian, and if they are issued by a foreign authority they must bear the apostille or over-legalization, according to the case.

 4. Non-resident natural/legal persons

According to the Law 227/08.09.2015 and to the Methodological Norms of enforcement of the Law 227/2015 regarding the Fiscal Code, for the treaties of avoidance of the double taxation regarding the income tax and capital tax for the application of the provisions regarding the fiscal regime common to shareholders resident of some member states of UE or AELS, the non-resident is obligated to submit / send to the office of Conted S.A. the certificate of fiscal residence issued by the competent authority from the residency state. The certificate of fiscal residence will be submitted personally at the registry from the office of Conted S.A. from Dorohoi Municipality, str. 1 Decembrie nr.8, Botosani County (from Monday to Friday, during 07.00 – 15.30) or can be send by mail or any other form of express mail with acknowledgment of receipt at the same address. In case the shareholder does not present the certificate of fiscal residence, the withheld tax will be calculated by the application of the quota applicable to resident shareholders in force.       

5. Shares held in co-ownership

   In case of shares held in co-ownership, the payment of dividends will be done according to the following particularities:  

  • In case of payments by bank transfer the dividends for the co-owners will be transferred in the account indicated by all co-owners based on a common demand.
  • In case of cash payments, the payments will be done in cash provided that all co-owners come together at B.C.R., personally or by legal and/or conventional representative and to present the aforementioned documents for cash payment.
  •   In case of payments to those with account opened at the Participant the dividends for the co-owners will be transferred to the Participant whose clients they are.
  • In case the co-owners demand both the registration by the Depozitarul Central of the ownership direct transfer on the financial instruments as an effect of the severance of the joint tenancy, according to the applicable Legal Regime, and also the direct payment to each of the co-owners according to number of instruments acquired in exclusive ownership, the Depozitarul Central will block the payment of dividends, and ther payment will be done to the former co-owner according to the present procedure  

IV. The documents presented in a foreign language will be accompanied the notarized sworn translation in Romanian, and if they are issued by a foreign authority they must bear the apostille or over-legalization, according to the case.

V.  In case of deceased shareholders, the dividends will be paid at the request of the heirs by bank transfer or in cash, only after, previously, the heirs demanded to the Depozitarul Central S.A. and the registration of the transfer of share to the heir(s) as a result of the inheritance.

VI. Any modification of date in the registry of shareholders (modifications of name, address, identity data, etc.) is done only by the Depozitarul Central S.A. with the registered office in Bucharest, Blvd Carol I, no. 34-36, sector 2, floors 3, 8 and 9, at the demand of the shareholder / authorized person.  

              

The Chairman of the Administration Board,

Eng. Manole Popa                                                                                             



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