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IAR SA Brasov - IARV

OGSM resolutions 24.09.2018

Release Date: 9/24/2018 3:58:26 PM

IRIS Code: 2774E

CURRENT REPORT

as per the ASF Regulation No.  5/2018

 

Date of the report: 24.09.2018

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 24-25.09.2018

The Ordinary General Meeting of the Shareholders took place on 24.09.2018, the date of the first 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.    Revocation / election of a temporary administrator of the Company IAR SA and determination of the term of its mandate
2.    The election of the temporary administrators of the company starting with 12.10.2018 and the determination of the term of their mandate
3.    Election of the Chairman of the Board of Directors of the Company
4.    Approval of the date of 16.10.2018 as registration date, i.e. - identifying the shareholders that are impacted by the decisions of the Ordinary General Meeting of Shareholders held on the 24 / 25.09.2018 and of the date of 15.10.2018 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.   Revocation of a temporary administrator of the Company IAR SA

As the result of the secret vote, Ms Claudia-Maria BAICU is revoked from de function of temporary administrator of IAR SA Company.

The result of the secret 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

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 24.09.2018

 

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. Election of a temporary administrator of the Company IAR SA

As the result of the secret vote, Ms Magdalena NICULESCU is elected as temporary administrator of IAR SA Company.

The result of the secret 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

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 24.09.2018

 

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, as the result of the shareholders vote, Ms Magdalena NICULESCU is appointed 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

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 24.09.2018

 

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. Determination of the term of the mandate for the new temporary administrator

The mandate of Ms Magdalena NICULESCU as temporary administrator of IAR SA Company begins at the date of 24.09.2018 and ends at the date of 11.10.2018.

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

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 24.09.2018

 

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 election of the temporary administrators of the company starting with 12.10.2018

 

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

1.      Magdalena NICULESCU

2.      Ilie Calin BODEA

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 24.09.2018

 

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 Magdalena NICULESCU 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 24.09.2018

 

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. Establishing the term of the mandates of the elected interim administrators until 12.12.2018, 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 12.10.2018.

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 24.09.2018

 

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

 

                                 

 

6. Approval of the date of 16.10.2018 as registration date, i.e. identification of the shareholders to be affected by the efects of the ordinary general shareholders’ meeting held on the 24.09.2018 and of the date of 15.10.2018 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 24.09.2018

 

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. 09/24.09.2018 and 10/24.09.2018.

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.

 

Neculai BANEA - GENERAL DIRECTOR

 



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