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UZTEL S.A. - UZT

OGSM & EGSM resolutions dated 06.11.2017

Release Date: 11/6/2017 2:51:20 PM

IRIS Code: EA5D0

 

UZTEL  S.A.

         OILFIELD EQUIPMENT MANUFACTURING AND REPAIRS

               243 MIHAI BRAVU St., code 100410, PLOIESTI , PRAHOVA-ROMANIA

Phone: + 40(0)244 / 541399, 523455; 0372441111; Fax: 544531, 521181; E-mail: office@uztel.ro

              FISCAL CODE  RO1352846 , R.C. PLOIESTI  NO. J29/48/1991;  web site: www.uztel.ro  

 

 

 

 

 

CURRENT REPORT
Pursuant to the Law no.24 / 2017 regarding the issuers of financial instruments and market operations and the N.S.C. Rule No.1 / 2006
 
Date of report: 06.11.2017
Name of the issuing entity: COMPANY   UZTEL S.A.
Headquarters: Str.Mihai Bravu No.243, Ploiesti city, Prahova County, code 100410,
Phone: 040/0244/541399 or 0372441111
Tax Unique registration code:
RO 1352846
Registered business number  with Trade Register: J29 / 48/1991
Subscribed and paid share capital: 13,413,647.50 lei
Regulated market trading issued securities: Bucharest Stock Exchange


Important events to report:
Resolutions  of the Ordinary General Meeting and Extraordinary General Meeting of Shareholders UZTEL S.A.  dated 06.11.2017
       

Resolution no. 2 of 06.11.2017 of Ordinary General Meeting of Shareholders  of UZTEL S.A. Ploiesti

            Ordinary General Meeting of Shareholders UZTEL S.A. convened to date 06.11.2017 (first call) or  07.11.2017 (second call), 10.00 am, at  UZTEL S. A., Ploiesti, str. Mihai Bravu, no. 243, Prahova County  has conducted work on first call, on 06.11.2017.
            The summons was published in the Official Gazette of Romania, Part IV, no. 3705 / 03.10.2017, in Bursa  newspaper no. 182/03.10.2017 and posted on the company website at www.uztel.ro, shareholders section, starting on 29.09.2017.

           The Ordinary General Meeting of the Shareholders is legal and statutory, being present represented  or represented shareholders holding 4.498.399 shares, representing 83,8399% of the share capital and 83,8399% of the total voting rights.  Quorum requirement is fulfilled in accordance with Art. 10 of the Articles of Association of the Company and of art. 112 paragraph 1 of the Companies Act no. 31/1990, republished.
           It was attended by shareholders registered in the Register of Shareholders held by DEPOZITARUL CENTRAL S.A. at the end of the day 25.10.2017,  set as Reference Date.
           After debate, the Ordinary General Meeting of Shareholders of UZTEL S.A. Ploiesti adopted the following decision:
 
 Art. 1
To approve
the increase in the gross monthly remuneration for the administrator of the legal entity  Comis SRL Valenii de Munte, registered at ORC Prahova under no. J29 / 652/1991, CUI RO 1301044, member of the Board of Directors of UZTEL SA, so that the conventional representative of the legal person Comis SRL Valenii de Munte receives a monthly net remuneration of 4,000 lei, from the beginning of the mandate until its termination, as well as the empowerment of the legal representative of  UZTEL Company, the General Manager for the signing of the addendum  to the mandate contract.
 
The present point is adopted with the unanimity of votes cast by present or represented shareholders, with a total of 4.498.399 valid votes, representing 4.498.399 shares of the company, respectively 83,8399% of the share capital.

 Art. 2 

Approval of date of 24.11.2017, as registration date  under  art. 86 par.1 of Law nmb.  24/2017 regarding the issuers of financial instruments and market operations, to identify shareholders who are  affected by OGMS decisions taken in the meeting of  06.11.2017.

The present point is adopted with the unanimity of votes cast by present or represented shareholders, with a total of 4.498.399 valid votes, representing 4.498.399 shares of the company, respectively 83,8399% of the share capital.

 Art. 3

Approval of 23.11.2017 as the ex date, according to art. 2 and art. 5  p.11 of C.N.V.M. Regulation No.6 / 2009 on the exercise of certain rights of shareholders in general meetings of companies.

The present point is adopted with the unanimity of votes cast by present or represented shareholders, with a total of 4.498.399 valid votes, representing 4.498.399 shares of the company, respectively 83,8399% of the share capital.

Art. 4
It empowers Chairman of Board of Directors Mrs. Popescu Ileana, to sign this OGMS decisions and to make all necessary legal formalities for the registration and enforcement of decisions adopted, as well as giving Mrs. Popescu Ileana the right to delegate another person to carry out the formalities mentioned above.

The present point is adopted with the unanimity of votes cast by present or represented shareholders, with a total of 4.498.399 valid votes, representing 4.498.399 shares of the company, respectively 83,8399% of the share capital.

 

Resolution no. 2 of 06.11.2017 of Extraordinary  General Meeting of Shareholders  of UZTEL S.A. Ploiesti

            Extraordinary General Meeting of Shareholders UZTEL S.A. convened to date 06.11.2017 (first call) or 07.11.2017 (second call), 11.00 am, at  UZTEL S. A., Ploiesti, str. Mihai Bravu, no. 243, Prahova County  has conducted work on first call, on 06.11.2017.
            The summons was published in the Official Gazette of Romania, Part IV, no. 3705 / 03.10.2017, in Bursa  newspaper no. 182/03.10.2017 and posted on the company website at www.uztel.ro, shareholders section, starting on 29.09.2017.
            Extraordinary General Meeting of Shareholders is legal and statutory, being present represented or represented shareholders holding 4.498.399 shares, representing 83,8399% of the share capital and 83,8399% of the total voting rights. Quorum requirement is fulfilled in accordance with Art. 11 of the Articles of Association of the Company and of art. 112 paragraph 1 of the Companies Act no. 31/1990, republished
            It was attended by shareholders registered in the Register of Shareholders held by DEPOZITARUL CENTRAL S.A. at the end of the day  25.10.2017,  set as Reference Date.
            After debate, the Extraordinary  General Meeting of Shareholders of UZTEL S.A. Ploiesti adopted the following decision:
 
 Art. 1
1. Approval of the establishment of a real estate guarantee by concluding a mortgage contract on a land plot of 14.991 m.p., identified lot 41, cadastral number 125169, to guarantee the payment of the debt registered by UZTEL S.A. Ploiesti against Euro Insol SPRL Bucharest, respectively 3.093.487,94 lei, under the terms and conditions established by the address registered at UZTEL S.A. under no. 2974 / 09.11.2017.

The present point is adopted with the unanimity of votes cast by present or represented shareholders, with a total of 4.498.399 valid votes, representing 4.498.399 shares of the company, respectively 83,8399% of the share capital.

 

Art. 2
Empowerment of  Mr. Purcarea Constantin as General Manager to sign all the documents necessary to establish the guarantee referred to in item 1 in favor of Euro Insol SPRL Bucharest.

The present point is adopted with the unanimity of votes cast by present or represented shareholders, with a total of 4.498.399 valid votes, representing 4.498.399 shares of the company, respectively 83,8399% of the share capital.

 
Art.3

Approval of date of 24.11.2017, as registration date  under  art. 86 par.1 of Law nmb.  24/2017 regarding the issuers of financial instruments and market operations, for identifying the shareholders on whom the decisions adopted in the meeting of the Extraordinary General Meeting of Shareholders of 06.11.2017 are reflected.

The present point is adopted with the unanimity of votes cast by present or represented shareholders, with a total of 4.498.399 valid votes, representing 4.498.399 shares of the company, respectively 83,8399% of the share capital.

 
Art. 4

Approval of 23.11.2017, 2017 as the ex date, according to art. 2 and art. 5  p.11 of C.N.V.M. Regulation No.6 / 2009 on the exercise of certain rights of shareholders in general meetings of companies.


The present point is adopted with the unanimity of votes cast by present or represented shareholders, with a total of 4.498.399 valid votes, representing 4.498.399 shares of the company, respectively 83,8399% of the share capital.

 
Art. 5
It empowers Chairman of Board of Directors Mrs. Popescu Ileana, to sign this EGMS decisions and to make all necessary legal formalities for the registration and enforcement of decisions adopted, as well as giving Mrs. Popescu Ileana the right to delegate another person to carry out the formalities mentioned above.


The present point is adopted with the unanimity of votes cast by present or represented shareholders, with a total of 4.498.399 valid votes, representing 4.498.399 shares of the company, respectively 83,8399% of the share capital.

 

Chairman of Board of Directors

Popescu Ileana

 

 

 

 

 



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