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CONPET SA - COTE

OGSM Resolution 19.11.2019

Release Date: 11/19/2019 3:05:09 PM

IRIS Code: 52F35

CONPET SA

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

TIN RO 1350020

NACE Code 4950

CRN J29/6/22.01.1991

Subscribed and paid-up share capital 28 569 842.40 RON

 

No. 44977/ 19.11.2019

 

To: The Bucharest Stock Exchange

Phone no. +40 21.307.95.00/ Fax no. +40  021.307.95.19

 

The Financial Supervisory Authority 

Phone no. +40 021.659.60.57/ Fax no. +40 021.659.64.36; 021.659.60.51

 

Current Report no. 30/2019

as per Law no. 24/2017 and ASF Regulation no. 5/2018

 

 

Date of the report

19.11.2019

Name of the Issuing Entity

CONPET S.A. Ploiesti

Registered Office

No. 1-3, Anul 1848 Street, Ploiesti

Phone/Facsimile/E-mail

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

Sole Registration Number at ORC

1350020

No at the Trade Registry

J29/6/22.01.1991

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.S.E., PREMIUM Category

 

Reporting significant events:

The Ordinary General Meeting of Shareholders (OGMS) of CONPET S.A. dated 19.11.2019 (in first call)

The Ordinary General Meeting of Shareholders (OGMS) of CONPET SA, convened for the date 19.11.2019/20.11.2019 was held in first call on 19.11.2019, starting 10.00 A.M., at the company’s headquarters in Ploiesti, no. 1-3 Anul 1848 street, following the fulfillment of the statutory - legal quorum conditions.

The OGMS Convening Notice, approved by BoA Decision no. 23/11.10.2019, was published in the Official Gazette of Romania, Part IV, no. 4340/15.10.2019 and in „Romania Libera” newspaper, the edition of 15.10.2019, being submitted to the Bucharest Stock Exchange and the Financial Supervisory Authority as annex to the Current Report no. 29/11.10.2019, report published on www.bvb.ro and www.conpet.ro.

Art. 17. Para. (1) of the Articles of Incorporation has the following provisions:

(1) For the validity of deliberations of the ordinary general meeting of shareholders are required:

a)  In first call, the presence of shareholders (including the correspondence voting bulletins) representing at least half (1/2) of the total number of voting rights and the decisions be made by majority vote.

b)  In second call, regardless of the number of shareholders present or represented and the value of the share capital represented, the decisions be made by majority vote.

Therefore, at the OGMS works were present in the hall one shareholder legal person, namely the representative of the Ministry of Energy - on behalf of the Romanian State acting as majority shareholder, holder of a number of 5,083,372 shares with nominal value of 3.30 RON, representing 58.7162% of the total number of shares/voting rights, respectively a share capital in amount of 16,775,127.6 RON, as well as 1 shareholder natural person, holder of a number of 120 shares with nominal value of 3.30 RON, representing 0.00138% of the total number of shares/voting rights, respectively a share capital amounting to 396 RON.

For the OGMS meeting, 4 shareholders submitted correspondence voting bulletins, holders of a number of 1,323,444 shares/voting rights, representing 15.2866% of the total number of shares/voting rights, respectively a share capital in amount of 4,367,365.2 RON.

Consequently, the total number of voting rights within the OGMS meeting (where there have been included also the votes cast by correspondence) was of 6,406,936 and corresponds to a number of 6,406,936 shares with nominal value of 3.30 RON, representing 74.0042% of the total number of shares/voting rights, namely a share capital amounting 21,142,888.8 RON.

Based on the materials related to the OGMS Agenda, considering the mandate of the representative of the Ministry of Economy, Energy and Business Environment, as well as the vote exercised by correspondence, following the debates and proposals formulated by the shareholders during the meeting, was issued the OGMS Resolution no.6/2019, bearing the following contents:

 

RESOLUTION NO. 6

OF THE ORDINARY GENERAL MEETING OF SHAREHOLDERS (OGMS)

of the Company “CONPET” S.A. Ploiesti

dated 19.11.2019

 

The Ordinary General Meeting of Shareholders of the Company “CONPET”  S.A., with registered offices in Ploiesti, no. 1-3, Anul 1848 Street, registered at Trade Registry attached to Prahova Law Court under no. J29/6/1991, TIN RO1350020, with a subscribed and paid-up share capital amounting to 28,569,842.40 RON,  convened pursuant to the provisions of Law no. 31/1990 regarding the companies, republished, subsequent amendments and additions, as well as the applicable legislation regarding the capital market and issuers of financial instruments and market operations, corroborated with the provisions of Article (16) of the Articles of Incorporation, following the debates of the shareholders, adopt today, during the meeting dated 19.11.2019 (in first call), the following:

 

RESOLUTION

 

Art. 1. Approves the election of Mr. Radulescu Claudiu - Daniel as Secretary of the Ordinary General Meeting of Shareholders (OGMS.).

Art. 2 Takes note of the Information no. 39071/07.10.2019 related to the extension, up to 31.03.2020, of the term for the achievement of the measures that are to be fulfilled from Decision no. 28/29.03.2013 disposed by Prahova Chamber of Accounts. 

Art. 3. Takes note of the Board of Administration Report no. 39754/11.10.2019, regarding the number of technical breakdowns recorded during 2017 and decides as follows:

a). approves the degree of fulfillment of the performance indicator “decrease in the number of technical breakdowns” of the administrators recalculated for the year 2017 and consequently approves the total degree of fulfillment of the performance indicators of the administrators of the company, recalculated for 2017;

b). approves the recalculation of the variable subcomponent of the administrators’ allowance for the year 2017 according to the total degree of fulfillment of the performance indicators of the company’s administrators, recalculated for 2017 and taking of the necessary measures by the executive management for the recovery of the gaps from the respective administrators. 

Art. 4. Approves the date of 10.12.2019 proposed by the Board of Administration as registration date of the shareholders who fall under the effects of the Resolution of the Ordinary General Meeting of Shareholders, according to the legal provisions in force, with ex-date 09.12.2019. 

Art. 5. Empowers:

a) The President of the Ordinary General Meeting of Shareholders to sign the OGMS Resolution;

b) The Director General to perform the necessary diligence in order to register the present OGMS Resolution, publish it in the Official Gazette of Romania, Part IV, as well as to be granted the right to delegate, to another person, the proxy to perform the above-mentioned diligence.

 

 

 

 

Director General

eng. Timur – Vasile CHIS

S.s. Illegible

Stamp

 

 

 



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