REG - Fondul Proprietatea - Guidance Letter from the BoN-2/3 Dec 2024 OGSM

Fondul Proprietatea SAAnnouncement

26/11/2024 11:30

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RNS Number : 7152N  Fondul Proprietatea S.A.  26 November 2024

 

 To: Bucharest Stock Exchange                                                                                                                    Report date:

  Financial Supervisory Authority                                                                                                                26 November 2024

  London Stock Exchange

                                                                                                                                                 Name of the issuing entity:

                                                                                                                                                 Fondul Proprietatea S.A.

 Important Events to Report:

 Guidance Letter from the Board of Nominees regarding the Ordinary General                                                                       Registered office:
 Meeting of Shareholders Scheduled for December 2, 2024 (first convening) and

 December 3, 2024 (second convening)                                                                                                             76-80 Buzesti Street

 The Board of Nominees of Fondul Proprietatea S.A. ("Fund") wishes to issue a                                                                    7(th) floor, district 1,
 Guidance Letter concerning item 1 on the agenda of the Ordinary General

 Meeting of Shareholders of the Fund ("OGMS"), convened for December 2(nd),                                                                      Bucharest, 011017
 2024 (first convening), at the "Radisson Blu" Hotel, 63-81 Calea Victoriei

 Street, Atlas 2 Room, 1st District, Bucharest, 010065, Romania, commencing at
 12:00 PM (Romanian time), and December 3(rd) 2024 (second convening), at the

 "Radisson Blu" Hotel, 63-81 Calea Victoriei Street, Alcyone 1 + 2 Room, 1st                                                                     Phone/fax number:
 District, Bucharest, 010065, Romania, commencing at 12:00 PM (Romanian time),

 regarding:                                                                                                                                      Tel.: + 40 21 200 96 00

                                                                                                                                                 Fax: +40 31 630 00 48

 "1. Appointment for a period of 3 (three) years of one (1) member of the Board
 of Nominees of Fondul Proprietatea, following the expiration of the mandate of

 Mr. Nicholas Paris on 6 April 2024.                                                                                                             Email:

                                                                                                                                                 office@fondulproprietatea.ro (mailto:office@fondulproprietatea.ro)

 The mandate of the new member in the Board of Nominees shall start on the date
 the candidate appointed by the OGM accepts such appointment.

                                                                                                                                               Internet:

                                                                                                                                               www.fondulproprietatea.ro (http://www.fondulproprietatea.ro)
 (secret vote)"

                                                                                                                                               Sole Registration Code with the Trade Register Office:
 In light of the final list of candidates for the vacant position on the Board

 of Nominees of the Fund, as detailed on the Fund's website here                                                                                 18253260
 (https://www.fondulproprietatea.ro/files/live/sites/fondul/files/en/gsm-documentation/2024/2%20December/OGSM%201.%2011%20November%202024.pdf)

 , the Board of Nominees has undertaken the following tasks:

 The Board of Nominees reviewed the relevant capabilites of the new candidates                                                                   Order number in the Trade Register:
 on the final list. The Board of Nominees' analysis takes into account the

 independence of each candidate, their experience in closed-end investment                                                                       J40/21901/2005
 funds, financial institutions and capital markets, relevant experience as

 independent non-executive directors on boards, senior leadership experience,
 or experience in senior public leadership positions, as well as the overall

 competency matrix required by the Board of Nominees.                                                                                            Subscribed and paid-up share capital:

 In conducting the analysis of the new candidates, Mr. Nicholas Paris, who is                                                                    RON 1,849,342,164.28
 also a candidate, refrained from expressing an opinion regarding the other

 candidates who applied for the position that will become vacant upon the
 expiration of his mandate.

 The Board of Nominees considers that all candidates are eligible for the

 position on the Board of Nominees of the Fund, meeting the required conditions                                                                  Number of shares in issue and paid-up:
 of eligibility and independence.

                                                                                                                                               3,556,427,239
 With respect to the relevant professional experience of each candidate, we

 wish to clarify the following aspects:

                                                                                                                                                 Regulated market on which the issued securities are traded:

 -     Mr. Nicholas Paris is the only candidate who meets all the                                                                                Shares on Bucharest Stock Exchange
 requirements for experience in closed-end investment funds, as well as the

 requirements for experience and understanding of corporate governance                                                                           GDRs on London Stock Exchange
 structures within investment companies, and possesses the necessary experience
 in financial services, including international experience.

 The following candidates do not meet the required professional experience
 criteria but possess extensive experience in related fields:

 -     Mr. István Sárkány is an active retail investor in securities
 listed on the Bucharest Stock Exchange;

 -     Mr. Marian Cristian Mocanu has legal experience and experience as an
 independent director on the boards of listed companies on the Bucharest Stock
 Exchange.

 The Board of Nominees 's Guidance Letter is not, in any respect, binding and
 should not be construed as a supporting document or argument for the basis of
 voting at the OGMS. The Fund's Sole Director, along with the Board of
 Nominees, will implement and comply with all decisions made by the Fund's
 shareholders, regardless of the recommendations set forth in this document,
 subject to compliance with applicable laws and regulations.

 BOARD OF NOMINEES OF FONDUL PROPRIETATEA S.A.

 

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