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IAR SA Brasov - IARV

OGSM resolutions 18.02.2021

Release Date: 2/18/2021 12:32:31 PM

IRIS Code: 44473

 

CURRENT REPORT

as per the ASF Regulation No.  5/2018 regarding the issuers and securities operations

 

 

Date of the report: 18.02.2021

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 18-19.02.2021

The Ordinary General Meeting of the Shareholders took place on 18.02.2021, the date of the first call. The meeting was attended, directly and true the correspondence vote, 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.   Election / re-election / Extension of the mandate duration of temporary administrators starting with 22.02.2021, following the expiry of the mandates of the current interim administrators; determining the duration of their mandate and their remuneration

2.   Election of the Chairman of the Board of Directors of the company

3.   Empowerment of the representative of the Ministry of Economy, Entrepreneurship and Tourism in O.G.S.M.  for signing the mandate contracts / additional acts to the mandate contracts of the interim administrators of the Company

4.   Approval of the date of 12.03.2021 as registration date, i.e. - identifying the shareholders that are impacted by the decisions of the Ordinary General Meeting of Shareholders held on the 18‑19.02.2021 and of the date of 11.03.2021 as the ex-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.      Election / re-election / Extension of the mandate duration of temporary administrators starting with 22.02.2021, following the expiry of the mandates of the current interim administrators; determining the duration of their mandate and their remuneration

As the result of the secret vote, the following temporary administrators of IAR SA Company are elected:

1.      Dragos Florin DAVID

2.      Ruxandra Rodica ANGHEL

3.      Laurian ANASTASOF

4.      Mihai Aurel DONTU

5.      Cristian Alin BACIU

The result of the secret vote expressed by the shareholders / representatives of the shareholders is the same for all of the 5 temporary administrators nominated. So:

the total number of the expressed votes:

12.250.726

 

 

out of which:

FOR

AGAINST

ABSTENTION

Shareholders present and/or represented

238

0

0

Shareholders who sent their vote by correspondence/registered post

12.250.488

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

0,0013

0

0

Shareholders who sent their vote by correspondence/registered post

 64,89

0

0

SUBTOTAL

64,8913

0

0

representing the following percentages of the total number of shares represented-OGMS 18.02.2021

TOTAL:

100

%

 

out of which:

FOR

AGAINST

ABSTENTION

Shareholders present and/or represented

0,0019

0

0

Shareholders who sent their vote by correspondence/registered post

99,9981

0

0

SUBTOTAL

100

0

0

           

 

As the result of the vote, it is approved that the term of the mandates of the five elected interim administrators to be until 22.06.2021, but no later than the date of the appointment of the administrators in conditions of OUG no. 109/2011 on Corporate Governance of Public Enterprises, as subsequently amended and supplemented, if this is to be completed within this period, or until the date of their revocation.

It is approved that mandates of the interim administrators begin at 22.02.2021.

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

238

0

0

Shareholders who sent their vote by correspondence/registered post

12.250.488

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

0,0013

0

0

Shareholders who sent their vote by correspondence/registered post

 64,89

0

0

SUBTOTAL

64,8913

0

0

representing the following percentages of the total number of shares represented-OGMS 18.02.2021

TOTAL:

100

%

 

out of which:

FOR

AGAINST

ABSTENTION

Shareholders present and/or represented

0,0019

0

0

Shareholders who sent their vote by correspondence/registered post

99,9981

0

0

SUBTOTAL

100

0

0

           

 

As the result of the vote, it is approved that the fixed monthly gross indemnity due to the non-executive interim members of the board shall be that established by 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

238

0

0

Shareholders who sent their vote by correspondence/registered post

12.250.488

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

0,0013

0

0

Shareholders who sent their vote by correspondence/registered post

 64,89

0

0

SUBTOTAL

64,8913

0

0

representing the following percentages of the total number of shares represented-OGMS 18.02.2021

TOTAL:

100

%

 

out of which:

FOR

AGAINST

ABSTENTION

Shareholders present and/or represented

0,0019

0

0

Shareholders who sent their vote by correspondence/registered post

99,9981

0

0

SUBTOTAL

100

0

0

           

 

2.  Election of the Chairman of the Board of Directors of the Company

As the result of the vote, Mr. Dragos Florin DAVID is elected as Chairman of the Board of Directors.

The result of the vote expressed by the shareholders / representatives of the shareholders is the following:

the total number of the expressed votes:

12.250.726

 

 

out of which:

FOR

AGAINST

ABSTENTION

Shareholders present and/or represented

238

0

0

Shareholders who sent their vote by correspondence/registered post

12.250.488

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

0,0013

0

0

Shareholders who sent their vote by correspondence/registered post

 64,89

0

0

SUBTOTAL

64,8913

0

0

representing the following percentages of the total number of shares represented-OGMS 18.02.2021

TOTAL:

100

%

 

out of which:

FOR

AGAINST

ABSTENTION

Shareholders present and/or represented

0,0019

0

0

Shareholders who sent their vote by correspondence/registered post

99,9981

0

0

SUBTOTAL

100

0

0

           

 

3. Empowerment of the representative of the Ministry of Economy, Entrepreneurship and Tourism in the O.G.M.S. for signing the mandate contracts of the interim administrators of the Company.

As the result of the vote, Mrs. Anca-Ruxandra NEACSU is empowered to signs the contracts that will be concluded with the interim administrators of 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

238

0

0

Shareholders who sent their vote by correspondence/registered post

12.250.488

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

0,0013

0

0

Shareholders who sent their vote by correspondence/registered post

 64,89

0

0

SUBTOTAL

64,8913

0

0

representing the following percentages of the total number of shares represented-OGMS 18.02.2021

TOTAL:

100

%

 

out of which:

FOR

AGAINST

ABSTENTION

Shareholders present and/or represented

0,0019

0

0

Shareholders who sent their vote by correspondence/registered post

99,9981

0

0

SUBTOTAL

100

0

0

           

 

4. Approval of the date of 12.03.2021 as registration date, i.e. - identifying the shareholders that are impacted by the decisions of the Ordinary General Meeting of Shareholders held on the 18‑19.02.2021 and of the date of 11.03.2021 as the ex-date, in accordance with the provisions of Law No. 24/2017.

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

238

0

0

Shareholders who sent their vote by correspondence/registered post

12.250.488

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

0,0013

0

0

Shareholders who sent their vote by correspondence/registered post

 64,89

0

0

SUBTOTAL

64,8913

0

0

representing the following percentages of the total number of shares represented-OGMS 18.02.2021

TOTAL:

100

%

 

out of which:

FOR

AGAINST

ABSTENTION

Shareholders present and/or represented

0,0019

0

0

Shareholders who sent their vote by correspondence/registered post

99,9981

0

0

SUBTOTAL

100

0

0

           

 

Based on the votes expressed, there were adopted the OGMS resolution no. 01 dated 18.02.2021.

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.

 

 

 

 

Dragos Florin DAVID - CHAIRMAN OF THE BOARD

 



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