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Notice of OGSM for 28.11.2017 (29.11.2017- second call)

Release Date: 10/26/2017 8:41:59 AM

IRIS Code: 8B17F


No. 1-3, Anul 1848 Street, Ploiesti, Prahova, Romania

Unique Registration Code 1350020

NACE Code 4950

Registered at Prahova Trade Registry with number J29/6/22.01.1991

Subscribed and paid-up share capital 28 569 842.40 RON


No. 43297/ 25.10.2017


To: Bucharest Stock Exchange

Telephone number 0040-21.307.95.00/ Facsimile number 0040-021.307.95.19


Financial Supervisory Authority

Telephone number +40-21.659.60.57/ Facsimile number +40-21.659.64.36; 021.659.60.51


Current Report no. 17/ 2017

as per Law no. 24/2017 and CNVM Regulation no. 1/2006


Date of the report


Name of the Issuing Entity

CONPET S.A. Ploiesti

Registered Office

No. 1-3, Anul 1848 Street, Ploiesti


0244/ 401360/ 516451/ 402385/ actionariat@conpet.ro

Sole Registration Number


No. at the Trade Registry


Subscribed and paid-up share capital

28,569,842.40 RON

Total No. of Shares

8,657,528 nominative shares

  The regulated market where the issued securities are being traded: B.V.B., PREMIUM Category



Reporting significant events:


Following the Board of Administration meeting held on 25.10.2017, the company CONPET S.A. informs the investing public on the call of the Ordinary General Meeting of Shareholders (OGMS) given the request of the Romanian State by the Ministry of Energy (majority shareholder, holder of a number of 5,083,372 shares representing 58.7162% of the share capital) formulated pursuant to Art. 111 para. (2) letter b) and Art. 119 para. (1) of the Companies Law no. 31/1990 republished, further amendments and completions, of Art. 84 para. (1) and Art. 92 para. (23) of Law no. 24/2017.

            OGMS is convened for the date of 28.11.2017 (in first call) / 29.11.2017 (in second call), at  9 A.M., at the Company’s registered offices in Ploiesti, no. 1-3, Anul 1848 Street. Reference date of the OGMS: 17.11.2017. Registration date advanced by the Board of Administration for the Meeting: 19.12.2017. Settlement of the date of 18.12.2017 as ex-date of the OGMS.


            The OGMS Convening Notice comprises the following Agenda:


1. Election of a Secretary of the Ordinary General Meeting of Shareholders.

2. Election, based on the cumulative vote method, of the provisional administrators of the Company CONPET S.A., given the termination ipso jure of the contracts of mandate of the administrators in capacity.

3. Settlement of the mandate duration for the provisional administrators elected by way of cumulative vote.

4. Approval of the form and content of the mandate contract for the provisional administrators elected by cumulative vote.

5. Settlement of the monthly fixed gross allowance for the provisional administrators elected by cumulative vote.

6. Approval of the appointment of the representative of the Ministry of Energy in the Ordinary General Meeting of Shareholders to sign the mandate contracts of the provisional administrators elected by cumulative vote.

7. Settlement of the date of 19.12.2017 as registration date advanced by the Board of Administration, serving for the identification of the shareholders who will be affected by the effects of the Resoultion of the Ordinary General Meeting of Shareholders and of the date of 18.12.2017 as ex-date.

8. The Empowerment:

         a) of the President of the Meeting to sign the OGMS Resolution;

b)                        of the Director General to perform the necessary diligence in order to register the OGMS Resolution and the updated Articles of Incorporation to the Trade Register Office attached to Prahova Law Court, publishing thereof in the Official Gazette of Romania, Part IV, as well as to be granted the right to delegate, to another person within the company, the proxy to perform the above-mentioned diligence.

9. Empowerment of the Chairman of the Board of Administration to enforce the OGMS Resolution, as per the legal provisions and update Annex 1 to the Articles of Incorporation regarding the Company’s administrators, as well as to execute and register the updated Articles of Incorporation.

10. Approval to extend, by addendum, the insurance period contained in the professional liability insurance policy of the administrator and Director General concluded with Generali Reasigurare Asigurare S.A., respectively up to the end of the selection procedure provided by EGO no. 109/2011 regarding the corporate governance of the public enterprises, approved with amendments and completions by Law no. 111/2016, but no later than 30.04.2018.

We hereby attach to this current report the OGMS Convening Notice for the date of 28.11.2017 (29.11.2017), as well as the address of the Ministry of Energy no. 104319/TFP/24.10.2017.





Director General

Eng. ILASI Liviu

S.s. Illegible, Stamp


Head of Corporate Governance, Strategy and management Systems

Eng. MARUSSI Madalina

S.s. Illegible


Head of Corporate Governance Department

Econ. PINZARIU Bogdan

S.s. Illegible




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