REG - Fondul Proprietatea - OGSM resolutions 18 August 2023

Fondul Proprietatea SAAnnouncement

18/08/2023 11:15

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RNS Number : 8052J  Fondul Proprietatea S.A.  18 August 2023

 To:          Bucharest Stock Exchange                                            Report date:

                 Financial Supervisory Authority                                  18 August 2023

                London Stock Exchange

                                                                                  Name of the issuing entity:

 Current report according to Article 234 para. (1) letter d) and e) of the        Fondul Proprietatea S.A.
 Financial Supervisory Authority Regulation no. 5/2018 on issuers of financial

 instruments and market operations, as well as the provisions of Article 99
 letter a) of the Code of the Bucharest Stock Exchange, Title II, Issuers and

 Financial Instruments                                                            Registered office:

                                                                                  76-80 Buzesti Street

 Important events to be reported:                                                 7(th) floor, district 1,

                                                                                  Bucharest, 011017

 The resolutions of the Ordinary General Meeting of Shareholders of Fondul
 Proprietatea S.A. held on 18 August 2023

                                                                                Phone/fax number:

                                                                                Tel.: + 40 21 200 96 00
 Franklin Templeton International Services S.À R.L, in its capacity as

 Alternative Investment Fund Manager and Sole Director of Fondul Proprietatea     Fax: +40 31 630 00 48
 SA ("Fondul Proprietatea / the Fund"), hereby, announces that on 18 August

 2023, the Fund's Ordinary General Shareholders Meeting ("OGM") was held at
 "Radisson Blu" Hotel, 63-81 Calea Victoriei, Atlas I Room, 1(st) District,

 Bucharest, 010065, Romania, commencing 11:00 am (Romanian time).                 Email:

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

 The meeting was chaired by Mr. Johan Meyer, the Permanent Representative of
 Franklin Templeton International Services S.à r.l., the Sole Director of the

 Fund.                                                                            Internet:

                                                                                  www.fondulproprietatea.ro (http://www.fondulproprietatea.ro)

 The shareholders of the Fund decided the following with respect to the 18
 August 2023 OGM Agenda:

                                                                                Sole Registration Code with the Trade Register Office:

                                                                                18253260
 Ø To approve Item 2 on the OGM Agenda, respectively:

                                                                                Order number in the Trade Register:
 "The approval of the payment of a special dividend in gross amount of RON

 1.7225 per share resulting from collections, amounting to RON 9,281,212,040      J40/21901/2005
 resulting from the initial public offer of shares held by Fondul Proprietatea

 in SPEEH Hidroelectrica S.A. The distribution of collections resulting from
 the sale of SPEEH Hidroelectrica S.A. shares as special dividends was approved

 during the Extraordinary General Meeting of Shareholders of Fondul               Subscribed and paid-up share capital:
 Proprietatea, according to Resolution no. 3/15.11.2022, item I." (Item added

 on the agenda at the request of the shareholder Ministry of Finance)             RON 3,233,269,110.76

 Ø To approve Item 3 on the OGM Agenda, respectively:

                                                                                  Number of shares in issue and paid-up:

 "The approval of:                                                                6,217,825,213

 (a) The date of 7 September 2023 as the Ex - Date, in accordance with Article    Regulated market on which the issued securities are traded:
 176 paragraph (1), computed with the provisions of Article 2 paragraph (2)

 letter (l) of Regulation no. 5/2018;                                             Shares on Bucharest Stock Exchange

                                                                                  GDRs on London Stock Exchange

 The date of 8 September 2023 as the Registration Date, in accordance with
 Article 176 paragraph (1) of Regulation no. 5/2018, computed with the

 provisions of Article 87 paragraph (1) of Issuers' Law; and of

 The date of 29 September 2023 as the Payment Date, in accordance with Article
 178 paragraph (2) of Regulation no. 5/2018, computed with the provisions of

 Article 87 paragraph (2) of Issuers' Law.

 As they are not applicable to this OGM, the shareholders do not decide on the
 other aspects provided by Article 176 paragraph (1) of Regulation no. 5/2018
 such as date of the guaranteed participation.

 (b) The empowerment, with authority to be substituted, of Johan Meyer to sign
 the shareholders' resolutions, as well as any other documents in connection
 therewith, and to carry out all procedures and formalities set out by law for
 the purpose of implementing the shareholders' resolution, including
 formalities for publication and registration thereof with the Trade Registry
 or with any other public institution."

 Item 1 on the 18 August 2023 OGM agenda was not approved.

 Please recall that Item 1 on the OGM agenda refers to:

 "The approval of the payment of a special dividend with a gross value of RON
 1.4942 per share from the retained earnings according to the latest available
 audited financial statements. The payment will be made out of the proceeds
 from the initial public offering of shares held by Fondul Proprietatea in
 SPEEH Hidroelectrica S.A., in accordance with the supporting documentation.
 The shareholders approve that the payment of the dividends to start on the
 Payment Date of this OGM (as defined at point 3 of this OGM) to the persons
 registered as shareholders of Fondul Proprietatea on the Registration Date (as
 defined at point 3 of this OGM). Treasury shares do not constitute dividend
 entitlement."

 Franklin Templeton International Services S.À R.L. in its capacity of
 alternative investment fund manager and sole director of FONDUL PROPRIETATEA
 S.A.

 Johan MEYER

 Permanent Representative

 

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