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RNS Number : 0753B Societatea Energetica Electrica SA 26 January 2024
To: Bucharest Stock
Exchange (BSE)
London
Stock Exchange (LSE)
Romanian Financial Supervisory Authority (FSA)
Current report in compliance with the Law 24/2017 on issuers of financial
instruments and market operations, the Romanian Capital Market Law no.
297/2004, FSA Regulation no. 5/2018, and the Bucharest Stock Exchange Code
Report date: 26 January 2024
Company name: Societatea Energetica Electrica S.A. (Electrica)
Headquarters: 9 Grigore Alexandrescu Street, 1(st) District, Bucharest,
Romania
Phone/fax no.: 004-021-2085999/004-021-2085998
Fiscal Code: RO 13267221
Trade Register registration number: J40/7425/2000
Subscribed and paid in share capital: RON 3,464,435,970
Regulated market where the issued securities are traded: Bucharest Stock
Exchange (BSE) and London Stock Exchange (LSE)
Significant events to be reported:
The resolution of the Ordinary General Meeting of Shareholders of Societatea
Energetica Electrica S.A. ("Electrica" or the "Company") of 26 January 2024
Electrica hereby informs that, on 26 January 2024, the Ordinary General
Meeting of Shareholders (OGMS) of Electrica took place at the Company's
headquarters in Bucharest, 9 Grigore Alexandrescu Str., District 1, postal
code 010621, "Radu Zane" conference room, starting at 10:00 o'clock (Romanian
time), respectively, being duly held in accordance with the legal and
statutory provisions upon the first calling.
The OGMS of Electrica was attended by the shareholders registered in the
shareholder's register kept by Depozitarul Central S.A. as of 27 December
2023, set as reference date, in person or by representative, the quorum met
being 90.0765% of the total voting rights and 88.2849% of the share capital of
the Company.
The meeting was chaired by Mr. Dragos-Valentin Neacsu, Member of the Board of
Directors of Electrica.
Within the OGMS, Electrica's shareholders approved:
1. The election of the following members of Board of Directors
of the Company by applying the cumulative voting method:
· Mr. Ion-Cosmin Petrescu
· Mr. Dumitru Chirita
· Ms. Georgiana Bogasievici
· Mr. Dragos-Valentin Neacsu
· Mr. Adrian-Florin Lotrean
· Mr. Marian-Cristian Mocanu
· Ms. Valentina-Elena Siclovan
The following members of the Board of Directors are considered revoked: Dl.
Iuliana Cristian Bosoanca, Mr. Radu Mircea Florescu and Mr. Gicu Iorga. They
have not been reconfirmed following the application of the method of
cumulative voting and, therefore their mandate has terminated at the date of
this OGMS, according to the provisions of art. 167 para. (3) of the Financial
Supervisory Authority Regulation No. 5/2018.
Also, Electrica's shareholders approved, with a majority of the votes
expressed by the present or validly represented shareholders, the following:
2. Establishing the term of office of the members elected by
applying the cumulative voting method, for a period of 4 (four) years.
4. Establishing the remuneration due to the members of the
Board of Directors elected by applying the cumulative vote method,
respectively that established according to the Remuneration Policy for
Administrators and Executive Directors, approved by the Resolution of the
Ordinary General Meeting of Shareholders no. 1 from 27 April 2023.
6. Establishing the form of the mandate contract that will be
signed with the members of the Board of Directors elected by applying the
cumulative vote method, respectively the one approved by the Resolution of the
Ordinary General Meeting of Shareholders no. 1 of 9 February 2018.
8. Authorization of the representative of the Ministry of
Energy present in the AGOA in order to sign, on behalf of the Company, the
mandate contracts concluded with the members of the Board of Directors elected
by applying the cumulative voting method.
9. Empowerment of the Chairman of the Meeting, the meeting
secretary and the technical secretariat to jointly sign the OGMS decision and
to perform individually, and not together, any act or formality required by
law for the registration of the OGMS decision at the Trade Registry Office
next to the Court Bucharest, as well as for the publication of the OGMS
decision according to the law.
Also, the OGMS did not approve the following items on the agenda, these
representing in fact items which were completed through items 4, 6 and 8 on
the agenda, following the clarifications in the Request for completion (see
Completion of the OGMS Convocation dated 21 December 2023):
3. Establishing the remuneration due to the members of the
Board of Directors elected by applying the cumulative voting method.
5. Establishing the form of the mandate contract that will be
signed with the members of the Board of Directors elected by applying the
cumulative vote method.
7. Empowering the representative of the Ministry of Energy to
sign, on behalf of the Company, the mandate contracts concluded with the
members of the Board of Directors elected by applying the cumulative vote
method.
OGMS Chairman,
Member of the Board of Directors,
Dragos-Valentin Neacsu
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