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IAR SA Brasov - IARV

OGSM resolutions 07.06.2018

Release Date: 6/8/2018 8:53:56 AM

IRIS Code: C91DD

CURRENT REPORT

as per the CNVM Regulation No.  1/2006 regarding the issuers and securities operations, art. 113 A, paragraph c

 

Date of the report: 07.06.2018

Name of the issuing entity: IAR S.A. Company

Social headquarters: 34, Hermann OBERTH Street, Ghimbav, county of Brasov

Telephone / Fax number: 0268475108/0268476981

Sole Registration Code with the Trade Registry Office: 1132930

Order Number with the Trade Registry: J08/IV/1991

Social capital registered and deposited: 47.197.132,50 lei

The regulated market onto which transactions of issued securities are traded: The Stock Exchange Bucharest, Capital titles sector – Shares Standard Category

I. Important events to be reported: OGMS 06-07.06.2018

The Ordinary General Meeting of the Shareholders took place on 07.06.2018, the date of the second call. The meeting was attended by shareholders/representatives of the shareholders holding 12.250.726 shares of the Company IAR SA, representing 64,8913 % of the total number of company shares.
The meeting agenda was:

1.   The election of temporary administrators as a result of the termination of the mandates of the current directors of the company

2.   Establishment of the mandates duration of elected interim administrators and of the monthly fixed indemnity due to them

3.   Approval of the sale of share package to be acquired by the company in the case of the withdrawal of SIF III Transilvania from IAR SA

4.   Approval of the date of 21.06.2018 as registration date, i.e. - identifying the shareholders that are impacted by the decisions of the Ordinary General Meeting of Shareholders held on the 06 / 07.06.2018, of the date of 20.06.2018 as the ex-date and of the date of 06.07.2018 as the payment date, in accordance with the provisions of Law No. 24/2017.

 

The decisions taken by vote after analyzing the presented documents are the following:

1. The election of some temporary members of the IAR SA Board of Directors

As the result of the secret vote, the following interim administrators are elected:

1.      Ilie Calin BODEA

2.      Claudia Maria BAICU

3.      Ruxandra Rodica ANGHEL

4.      Ioan TOMA

5.      Alexandru BUSCU

The result of the secret vote expressed by the shareholders / representatives of the shareholders is the same for each of the 5 interim administrators, as follows:

the total number of the expressed votes:

12.250.726

 

 

 

out of which:

FOR

AGAINST

ABSTENTION

 

Shareholders present and/or represented

12.250.726

0

0

 

Shareholders who sent their vote by correspondence/registered post

0

0

0

 

SUBTOTAL

12.250.726

0

0

 

 

 

 

 

 

representing the following percentages of the total number of shares of the company

 

TOTAL:

64,8913

%

 

out of which:

FOR

AGAINST

ABSTENTION

 

Shareholders present and/or represented

64,8913

0

0

 

Shareholders who sent their vote by correspondence/registered post

 0

0

0

 

SUBTOTAL

64,8913

0

0

 

representing the following percentages of the total number of shares represented-OGMS 07.06.2018

 

TOTAL:

100

%

 

 

out of which:

FOR

AGAINST

ABSTENTION

 

Shareholders present and/or represented

100

0

0

 

Shareholders who sent their vote by correspondence/registered post

0

0

0

 

SUBTOTAL

100

0

0

 

                                 

 

 
Also, following the vote expressed by the shareholders / representatives of the shareholders attending the meeting, Mrs Claudia Maria BAICU is appointed Chairman of the Board of Directors of IAR SA.

The vote was expressed as follows:

the total number of the expressed votes:

12.250.726

 

 

 

out of which:

FOR

AGAINST

ABSTENTION

 

Shareholders present and/or represented

12.250.726

0

0

 

Shareholders who sent their vote by correspondence/registered post

0

0

0

 

SUBTOTAL

12.250.726

0

0

 

 

 

 

 

 

representing the following percentages of the total number of shares of the company

 

TOTAL:

64,8913

%

 

out of which:

FOR

AGAINST

ABSTENTION

 

Shareholders present and/or represented

64,8913

0

0

 

Shareholders who sent their vote by correspondence/registered post

 0

0

0

 

SUBTOTAL

64,8913

0

0

 

representing the following percentages of the total number of shares represented-OGMS 07.06.2018

 

TOTAL:

100

%

 

 

out of which:

FOR

AGAINST

ABSTENTION

 

Shareholders present and/or represented

100

0

0

 

Shareholders who sent their vote by correspondence/registered post

0

0

0

 

SUBTOTAL

100

0

0

 

                                 

 

2. Establishing the term of the mandates of the elected interim administrators until 11.10.2018, but no later than the date of election of the administrators according to the provisions of OUG no. 109/2011 on Corporate Governance of Public Enterprises, approved with amendments and completions by Law no. 111/2016

It is approved that mandates of the interim administrators begin at 12.06.2018.

The vote was expressed as follows:

the total number of the expressed votes:

12.250.726

 

 

 

out of which:

FOR

AGAINST

ABSTENTION

 

Shareholders present and/or represented

12.250.726

0

0

 

Shareholders who sent their vote by correspondence/registered post

0

0

0

 

SUBTOTAL

12.250.726

0

0

 

 

 

 

 

 

representing the following percentages of the total number of shares of the company

 

TOTAL:

64,8913

%

 

out of which:

FOR

AGAINST

ABSTENTION

 

Shareholders present and/or represented

64,8913

0

0

 

Shareholders who sent their vote by correspondence/registered post

 0

0

0

 

SUBTOTAL

64,8913

0

0

 

representing the following percentages of the total number of shares represented-OGMS 07.06.2018

 

TOTAL:

100

%

 

 

out of which:

FOR

AGAINST

ABSTENTION

 

Shareholders present and/or represented

100

0

0

 

Shareholders who sent their vote by correspondence/registered post

0

0

0

 

SUBTOTAL

100

0

0

 

                                 

 

3. Establishing of the monthly fixed gross remuneration of interim administrators at the level established by GMS Decision no. 11 / 28.11.2017 and recalculated according to the provisions of GMS Decision No. 02 / 30.01.2018

The vote was expressed as follows:

the total number of the expressed votes:

12.250.726

 

 

 

out of which:

FOR

AGAINST

ABSTENTION

 

Shareholders present and/or represented

12.250.726

0

0

 

Shareholders who sent their vote by correspondence/registered post

0

0

0

 

SUBTOTAL

12.250.726

0

0

 

 

 

 

 

 

representing the following percentages of the total number of shares of the company

 

TOTAL:

64,8913

%

 

out of which:

FOR

AGAINST

ABSTENTION

 

Shareholders present and/or represented

64,8913

0

0

 

Shareholders who sent their vote by correspondence/registered post

 0

0

0

 

SUBTOTAL

64,8913

0

0

 

representing the following percentages of the total number of shares represented-OGMS 07.06.2018

 

TOTAL:

100

%

 

 

out of which:

FOR

AGAINST

ABSTENTION

 

Shareholders present and/or represented

100

0

0

 

Shareholders who sent their vote by correspondence/registered post

0

0

0

 

SUBTOTAL

100

0

0

 

                                 

 

 

4.  The postponement of a decision regarding the sale of the share package which could be acquired by IAR SA in case of withdrawal of the shareholder SIF III Transilvania from the company.

The vote was expressed as follows:

the total number of the expressed votes:

12.250.726

 

 

 

out of which:

FOR

AGAINST

ABSTENTION

 

Shareholders present and/or represented

12.250.726

0

0

 

Shareholders who sent their vote by correspondence/registered post

0

0

0

 

SUBTOTAL

12.250.726

0

0

 

 

 

 

 

 

representing the following percentages of the total number of shares of the company

 

TOTAL:

64,8913

%

 

out of which:

FOR

AGAINST

ABSTENTION

 

Shareholders present and/or represented

64,8913

0

0

 

Shareholders who sent their vote by correspondence/registered post

 0

0

0

 

SUBTOTAL

64,8913

0

0

 

representing the following percentages of the total number of shares represented-OGMS 07.06.2018

 

TOTAL:

100

%

 

 

out of which:

FOR

AGAINST

ABSTENTION

 

Shareholders present and/or represented

100

0

0

 

Shareholders who sent their vote by correspondence/registered post

0

0

0

 

SUBTOTAL

100

0

0

 

                                 

 

5. Approval of the date of 21.06.2018 as registration date, i.e. identification of the shareholders to be affected by the efects of the ordinary general shareholders’ meeting held on the 07.06.2018 and of the date of 20.06.2018 as an ex-date, in conformity with the provisions of Law No. 24/2017 regarding the capital market.

The vote was expressed as follows:

 

the total number of the expressed votes:

12.250.726

 

 

 

out of which:

FOR

AGAINST

ABSTENTION

 

Shareholders present and/or represented

12.250.726

0

0

 

Shareholders who sent their vote by correspondence/registered post

0

0

0

 

SUBTOTAL

12.250.726

0

0

 

 

 

 

 

 

representing the following percentages of the total number of shares of the company

 

TOTAL:

64,8913

%

 

out of which:

FOR

AGAINST

ABSTENTION

 

Shareholders present and/or represented

64,8913

0

0

 

Shareholders who sent  their vote by correspondence/registered post

 0

0

0

 

SUBTOTAL

64,8913

0

0

 

representing the following percentages of the total number of shares represented-OGMS 07.06.2018

 

TOTAL:

100

%

 

 

out of which:

FOR

AGAINST

ABSTENTION

 

Shareholders present and/or represented

100

0

0

 

Shareholders who sent their vote by correspondence/registered post

0

0

0

 

SUBTOTAL

100

0

0

 

                                 

 Based on the votes expressed, there were adopted the OGMS resolutions no. 07/07.06.2018 and 08/07.06.2018.

This current report is available and can be accessed at the address www.iar.ro/investors/Reports according to the Capital Market Requirements/5.Current Reports regarding the privileged information under the LAW 24/2017.

 

Claudia Maria BAICU - CHAIRMAN OF THE BOARD
 

Neculai BANEA - GENERAL DIRECTOR

 



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