To: BUCHAREST STOCK EXCHANGE S.A.
FINANCIAL SUPERVISORY AUTHORITY
CURRENT REPORT
In accordance with Law no. 24/2017 and NSC Regulation no. 1/2006
Date of report 29.05.2018
Name of issuer: S.C. COCOR S.A.
Headquarter: Bucharest, 29-33 IC Bratianu Blvd., district 3
Telephone: 0213131403; Fax: 0213139848; email: office@cocor.ro
Website: www.cocor.ro
Unique Registration Code: RO 327763
Order Number in the Trade Register: J40/8281/1991
Capital subscribed and paid: 12.067.640 lei
Regulated market on which the issued securities are traded: Bucharest Stock Exchange Issuer symbol: COCR
Code LEI: 31570071VUNX186G6N61
Significant events to report:
I. Decisions of the General Extaordinary Meeting of Shareholders of S.C. Cocor S.A. from 29.05.2018
Extraordinary General Meeting of Shareholders SC COCOR SA with headquarters in Bucharest, IC Bratianu Blvd. 29-33, sector 3, CUI RO 327763, serial number in the Trade Register J40 / 8281/1991;
The convocation was published in the Official Gazette of Romania, Part IV, no. 1623 / 26.04.2018, in the Bursa newspaper on 26.04.2018 and on the company website www.cocor.ro.
Meeting on 29.05.2018, at 13.00, at the first convocation, legally constituted, with the direct participation or representation of the shareholders holding 201564 shares representing 66.81% of the share capital, decided the following:
1. To approve the conclusion of an amendment to the credit agreement no. 235 dated 28.06.2013 concluded between the Company, as a borrower and Banca Comerciala Romana S.A. as the creditor (the "Creditor"), in the initial amount of EUR 14,952,547.24 and the current EUR 8,200,000 and overdue interest in the amount of EUR 1,000,000 (the "Credit Agreement"), an amendment on the basis of which the Creditor and the Company agree to modify the above terms and other terms and conditions of the Credit Agreement (the "Amendment")
Votes for 170354 representing 84.52%, abstaining votes 31210 representing 15.48%.
2. It is approved the conclusion of an amendment to the mortgage contract of 01.07.2013 concluded with Banca Comerciala Romana, through which the Company guarantees the credit agreement no. 235 of 28.06.2013.
Votes for 170354 representing 84.52%, abstaining votes 31210 representing 15.48%.
3. It is approved the conclusion of an amendment to the mortgage contract concluded with Banca Comerciala Romana, authenticated under no. 715 dated 28.06.2013 by the notary public Tatomir Gheorghe, through which the Company guarantees the credit contract no. 235 of 28.06.2013.
Votes for 170354 representing 84.52%, abstaining votes 31210 representing 15.48%.
4. Approve the empowerment of Mr. Pricopie Cristian-Claudiu,
to sign, provide and conclude in the name and on behalf of the Company:
i. Amendment to the Credit Agreement;
ii. Amendment to the Real Estate Mortgage Agreement
iii. Amendment to the Mortgage Contract
iiii. and any other financing documents to which the Company must become party in accordance with the Amendment;
b. sign, provide and terminate in the name and on behalf of the Company any other contracts, documents, confirmations or writings to be made in connection with the financing documents;
c. to take all actions in connection with, if necessary, the registration of the documents or amendments made to them, provided in the above judgments, to the Electronic Archive of Real Securities Guarantees / Land Registry / Commerce Registry;
d. to carry out any administrative, legal or other administrative formalities and to generally carry out on behalf of the Company any action required or necessary to engage the Company in accordance with this Decision;
e. designate other natural or legal persons to perform the duties mentioned herein, and these other persons will have full authority to act on behalf of the Company.
Votes for 170354 representing 84.52%, abstaining votes 31210 representing 15.48%.
5. With unanimity of votes, approves dated 19.06.2018 as the date of registration, according to the provisions of art. 86, al. 1, 2 of Law no. 24/2017.
6. With unanimity of votes, approves dated 18.06.2018 as the date ex, in accordance with the provisions of CNVM Regulation no. 1/2006.
7. With unanimity of votes, approves the power of Ms Popa Liliana to perform all the necessary formalities for the registration of the Extraordinary General Meeting of the Shareholders at the Trade Registry Office.
II. Decisions of the General Ordinary Meeting of Shareholders of S.C. Cocor S.A. from 29.05.2018
Ordinary General Meeting of Shareholders SC COCOR SA with headquarters in Bucharest, IC Bratianu Blvd. no. 29-33, sector 3, CUI RO 327763, serial number in the Trade Register J40 / 8281/1991;
The convocation was published in the Official Gazette of Romania, Part IV, no. 1623 / 26.04.2018, in the Bursa newspaper on 26.04.2018 and on the website of the company www.cocor.ro and completing the agenda in the Official Gazette of Romania, Part IV, no. 1827 / 14.05.2018, in the Bursa newspaper on 14.05.2018 and on the company website www.cocor.ro.
Meeting on 29.05.2018, at 13.30, at the first convocation, legally constituted, with the direct participation or representation of the shareholders holding 265236 shares, 87.9164% of the share capital, decided the following:
1.a) The proposal of the SIF Muntenia shareholder to fix the remuneration due for the current exercise of the members of the Board of Directors is rejected. Votes against 170155 representing 64.15%. abstaining votes 95081 representing 35.85%.
1.b) The SIF Transilvania shareholder's proposal for changing the remuneration due for the current exercise of the members of the Board of Directors is rejected. Voting for 125523 representing 47.32%, votes against 139244 representing 52.50%, abstaining votes 469 representing 0.18%.
2. With unanimity of votes, approves of 19.06.2018 as the registration date, in accordance with the provisions of art. 86, al. 1, 2 of Law no. 24/2017.
3. With unanimity of votes, approves dated 18.06.2018 as the date ex, in accordance with the provisions of CNVM Regulation no. 1/2006.
4. With unanimity of votes, approves the power of
Ms Popa Liliana, to perform all the necessary formalities in order to register the decision of the Ordinary General Meeting of the Shareholders at the Trade Register Office.
5. The proposal of the SIF Transilvania shareholder to revoke the decision of the Ordinary General Meeting of Shareholders dated 26.03.2018 regarding the award of the president of the board of directors for the activity carried out in 2017 with the amount of 99.000 euro plus the VAT is rejected. Voting for 125523 representing 47.32%, votes against 139244 representing 52.50%, abstaining votes 469 representing 0.18%.
Chairman of the Board of Directors,
S.C. Popescu Management S.R.L.
By Mr. Pricopie Cristian-Claudiu