REG - Fondul Proprietatea - Guidance Letter of the BoN - 26 March 2024 OGSM

Fondul Proprietatea SAAnnouncement

15/03/2024 18:15

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RNS Number : 1286H  Fondul Proprietatea S.A.  15 March 2024

 To:          Bucharest Stock Exchange                                                                                                           Report date:

                 Financial Supervisory Authority                                                                                                  15 March 2024

                London Stock Exchange

                                                                                                                                                 Name of the issuing entity:

                                                                                                                                                 Fondul Proprietatea S.A.

 Important events to be reported:

 The Guidance Letter of the Board of Nominees related to 26 March 2024 Ordinary                                                                  Registered office:
 General Shareholders' Meeting

                                                                                                                                               76-80 Buzesti Street
 The Board of Nominees (the "Board") of Fondul Proprietatea S.A. (the "Fund"),

 would like to issue a Guidance Letter for Item 4 on the agenda of the Fund's                                                                    7(th) floor, district 1,
 Ordinary General Shareholders' Meeting ("OGM"), as supplemented, called for 26

 March 2024 at "Intercontinental Athénée Palace Bucharest" Hotel, Le                                                                             Bucharest, 011017
 Diplomate Salon, 1-3 Episcopiei Street, 1(st) District, Bucharest, 010292,

 Romania, commencing 11:00 am (RO time) related to:

 "4. The appointment for a period of three (3) years of two members in the                                                                       Phone/fax number:
 Board of Nominees of Fondul Proprietatea following the expiration of two

 mandates on 6 April 2024, as follows:                                                                                                           Tel.: + 40 21 200 96 00

 a.   The appointment of a member of the Board of Nominees following the                                                                         Fax: +40 31 630 00 48
 expiration of the mandate of Mr. Nicholas Paris on 6 April 2024; the mandate

 of the new member is valid for a period of three (3) years and shall produce
 its effects starting with 7 April 2024 or the acceptance date for the new

 mandate, whichever occurs later. (secret vote)                                                                                                  Email:

 b.   The appointment of a member of the Board of Nominees following the                                                                         office@fondulproprietatea.ro (mailto:office@fondulproprietatea.ro)
 expiration of the mandate of Mr. Omer Tetik on 6 April 2024; the mandate of

 the new member is valid for a period of three (3) years starting with 7 April
 2024 or the acceptance date for the new mandate, whichever occurs later.

 (secret vote)"                                                                                                                                  Internet:

 Considering the final list of candidates received for the two positions for                                                                     www.fondulproprietatea.ro (http://www.fondulproprietatea.ro)
 the Fund's Board of Nominees, as detailed on the Fund's webpage, here

 (https://www.fondulproprietatea.ro/files/live/sites/fondul/files/en/gsm-documentation/2024/26%20March/OGSM%204.%20List%2023%20Feb%202024.pdf)
 , the Board has undertaken the following steps:

                                                                                                                                               Sole Registration Code with the Trade Register Office:
 The Board of Nominees has reviewed the new candidates on the final list. The

 Board's analysis takes into consideration the independence of each candidate,                                                                   18253260
 their experience with closed-end funds, financial institutions and capital

 markets, relevant independent non-executive board director experience of the
 candidates, senior management or senior civil service experience as well as

 the overall skill matrix required by the Board.                                                                                                 Order number in the Trade Register:

 The Board of Nominees considers that all candidates are eligible for the two                                                                    J40/21901/2005
 positions for the Fund's Board of Nominees. As regards the candidate Alin

 Andries, the Board is of the opinion that Mr. Alin Andries is an eligible
 candidate, however, he does not qualify as an independent candidate, due to

 its public function. Mr. Nicholas Paris, who is also a candidate, did not take                                                                  Subscribed and paid-up share capital:
 part in interviews, for his position, in order to avoid a potential conflict

 of interest and he abstained from issuing any opinion related to candidates                                                                     RON 2,947,779,186.56
 applying for the position vacated by his mandate expiring.

 The guidance letter of the Board is not binding in any way and should not be

 deemed under any circumstances as supporting documentation / argument for                                                                       Number of shares in issue and paid-up:
 substantiating one's vote in the OGM. The Fund Manager, along with Board of

 Nominees, will implement and will comply with all the decisions taken by the                                                                    5,668,806,128
 Fund's shareholders, subject to compliance with law and regulation.

                                                                                                                                               Regulated market on which the issued securities are traded:

                                                                                                                                               Shares on Bucharest Stock Exchange
 (http://www.fondulproprietatea.ro/sites/default/files/constitutive_act_updated_as_at_9_june_2016_to_be_published_on_the_website.pdf)

 THE BOARD OF NOMINEES OF FONDUL PROPRIETATEA S.A.                                                                                               GDRs on London Stock Exchange

 

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