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REG - Soc EnergElectricaSA - Related parties transactions EFSA-OPCOM

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RNS Number : 9036R  Societatea Energetica Electrica SA  03 March 2023

To:                              Romanian
Financial Supervisory Authority (FSA)

 
Bucharest Stock Exchange (BSE)

                                    London
Stock Exchange (LSE)

Current report in compliance with the Law 24/2017 on issuers of financial
instruments and market operations, FSA Regulation no. 5/2018 on issuers of
financial instruments and market operations, and the Bucharest Stock Exchange
Code

Report date: 3 March 2023

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: Transactions with related parties according
to Art. 108 of Law No. 24/2017 concluded by Electrica Furnizare SA (EFSA),
subsidiary of Societatea Energetica Electrica SA (Electrica), with OPCOM

Electrica informs its shareholders and investors about the
conclusion/execution, in the period 31 January - 28 February 2023, of some
transactions between EFSA, Electrica's subsidiary, and OPCOM, whose cumulated
value exceeds the threshold of 5% of Electrica's net assets, according to
Electrica's individual financial statements at 30 June 2022, respectively
exceeds the value of RON 199,059,726.

Details regarding these transactions, containing information about the date of
execution, type of transaction, description of its scope, total value of the
transaction, expiry date, mutual debts and receivables, guarantees, penalties,
payment due dates and methods are presented in the Annex below.

According to the contractual conditions between EFSA and OPCOM in the
conventions in the table in the annex, invoices are issued with the date of
the last day of the month of delivery and are sent electronically either in
the first three working banking days of the following month, or in the first 5
working days of the following month for which the services are provided/months
of delivery/months in which the transactions are carried out (see the column
"Terms and payment methods"). Thus, some of the invoices included in this
report were received and registered after 28 February 2023 (the date when the
reporting threshold was exceeded), this represents the reason for the date of
this report.

 

CFO
 

Stefan
Frangulea

 

 

 

Annex: Details regarding the transactions concluded by EFSA with OPCOM in the
period 31 January - 28 February 2023 of the kind listed in Art. 108 of Law No.
24/2017

 Agreement Type and No., execution date                                          Scope of the agreement                                                         Value of transactions (RON th.)  Date of entry into force  Expiry date   Guarantees (RON th.)  Penalties (RON th.)  Payment due dates and payment methods
 Buyer: EFSA

 Seller: OPCOM
 1. Convention No. 38156/ 18 Aug 2021                                            Sell - purchase of electricity - DAM                                           135,960.17                       18 August 2021            undetermined  65,000                See Note 1 below     OPCOM S.A. issues the invoices with the date of the last day of the delivery

                                                                                                                                                                                                  month and sends them, electronically signed, by e-mail, to the DAM
                                                                                 Transaction and administration tariff - DAM                                                                                                                                                        Participants in the first three working banking days of the month following
                                                                                                                                                                                                                                                                                    the delivery month. The DAM participant has the obligation to ensure the
                                                                                                                                                                                                                                                                                    necessary funds in the current account opened with the Settlement Bank, in
                                                                                                                                                                                                                                                                                    order to debit the amounts related to the value of the net payment
                                                                                                                                                                                                                                                                                    obligations.
 2. Convention PC OTC, PCCB-LE-FLEX, PCCB-NC 963/28Dec.2022                      Centralized Market organization and administration services with continuous    19.46                            17 August 2021            undetermined  N/A                   See Note 2 below     The invoice related to the bilateral T trans value (to which VAT is added, as
                                                                                 double negotiation of bilateral and forward electricity contracts                                                                                                                                  the case may be) is sent electronically (by e-mail) in the first 3 working
                                                                                                                                                                                                                                                                                    days of the month following the month in which the electricity sale-purchase
                                                                                                                                                                                                                                                                                    transactions were made.

                                                                                                                                                                                                                                                                                    Payment by bank transfer, with payment order, within a maximum of 5 working
                                                                                                                                                                                                                                                                                    days from the date of receipt of the invoice.
 3. Convention PCSCV/ PC ESRE CV                                                 Centralized Market organization and administration services                    114.68                           17 August 2021            undetermined  N/A                   See Note 3 below

 962/ 28Dec2022                                                                  for electricity from renewable sources supported through green certificates
 4. Convention NGM - long term 42679/2019                                        NGM Trading tariff - REMIT tariff                                              1.45                             26 August 2019            undetermined  N/A                   See Note 4 below     The invoice is sent electronically (by e-mail), monthly, to the contractual
                                                                                                                                                                                                                                                                                    partner, in the first 5 working days of the month following the month for
                                                                                                                                                                                                                                                                                    which the services are provided and it will include 1/12 of the annual value
                                                                                                                                                                                                                                                                                    of each tariff (to which VAT is added as the case may be). Payment is made in
                                                                                                                                                                                                                                                                                    maximum 5 working days from the date of receipt of the invoice.
 5. Convention for Participation on the Intraday Market no. 38103/ 17 Aug 2021   Sell - purchase of electricity - IM                                            5,938.41                         17 August 2021            undetermined  17,401                See Note 1 below     OPCOM issues invoices dated the last day of the month of delivery and sends

                                                                                                                                                                                                  them, electronically signed, by email to the Participants on IM in the first
                                                                                 Trading and administrative tariffs - IM                                                                                                                                                            three working banking days of the month following the month of delivery.

                                                                                                                                                                                                                                                                                    The IM participant has the obligation to ensure the necessary availability in
                                                                                                                                                                                                                                                                                    the current account opened at the Settlement Bank, in order to debit the
                                                                                                                                                                                                                                                                                    amounts related to the value of the net payment obligations.

                                                                                                                                                                                                                                                                                    The payment of the transaction and administration fee invoice - IM is made by
                                                                                                                                                                                                                                                                                    the participant in the respective market, in full by bank transfer, with
                                                                                                                                                                                                                                                                                    payment order, within a maximum of 5 working days from the date of receipt of
                                                                                                                                                                                                                                                                                    the invoice.
 6. Agreement                                                                    Data access and reporting for compliance with the provisions on the integrity  11.85                            7 July 2021               undetermined  N/A                   See Note 4 below     The invoice will be issued and sent electronically (by e-mail) by OPCOM within

                                                                               and transparency of the wholesale energy market (REMIT)                                                                                                                                            no more than 5 working days from the date of receipt of the invoice from ACER
 81670/1 Oct 2011                                                                                                                                                                                                                                                                   and will contain the breakdown of the fee charged by ACER in 2021 by

                                                                                                                                                                                                                                                                                  component.
 AD3/1274/7Jul2021

                                                                                                                                                                                                                                                                                    The Market Participant undertakes to pay the invoice in full by bank transfer,
                                                                                                                                                                                                                                                                                    with a payment order, within a maximum of 5 working days from the date of its
                                                                                                                                                                                                                                                                                    receipt.
 7. Agreement 55659/27Dec2022 MACEE                                              Sale/purchase of electricity through                                           115,883.06                       1 Jan 2023                31 Jan 2023   25,250                                     The Seller issues the invoice for the value of the electricity sold, with the

                                                                                                                                                                                                  date of the last day of the month of delivery for which it is issued, and
                                                                                 The annual mechanism for the centralized purchase of electricity (MACEE)                                                                                                                           sends it to the Buyer, signed electronically, by email, in the first 4 bank
                                                                                                                                                                                                                                                                                    working days of the month following the month of delivery.

                                                                                                                                                                                                                                                                                    The invoice is issued by the Seller in accordance with the provisions imposed
                                                                                                                                                                                                                                                                                    under the Procedure regarding the receipts and payments related to the
                                                                                                                                                                                                                                                                                    quantities of electricity sold/bought through MACEE.

                                                                                                                                                                                                                                                                                    The payment obligations of the Buyer, for each day of delivery, are paid by
                                                                                                                                                                                                                                                                                    direct debit instructions issued by the Seller on bank working days.
 AD1/27.Jan2023                                                                                                                                                 1 Feb 2023                                                 28 Feb 2023
 8. Convention 52627/12Dec2022 MACEE                                             Organization and administration services of the Centralized Electricity        32.65                            12 Dec 2022               31 Dec 2023   115,000                                    The invoice related to the bilateral T trans value (to which VAT is added, as
                                                                                 Purchase Mechanism (MACEE)                                                                                                                                                                         the case may be) is sent electronically (by e-mail) in the first 3 working
                                                                                                                                                                                                                                                                                    days of the month following the month in which the electricity sale-purchase
                                                                                                                                                                                                                                                                                    transactions were made. Payment by bank transfer, with payment order, within a
                                                                                                                                                                                                                                                                                    maximum of 5 working days from the date of receipt of the invoice.
 Seller: EFSA

 Buyer: OPCOM
 9. Convention No. 38156/ 18 Aug 2021                                            Sell - purchase of electricity - DAM                                           3,429.31                         18 August 2021            undetermined  N/A                   See Note 1 below     The invoice related to the bilateral T trans value (to which VAT is added, as
                                                                                                                                                                                                                                                                                    the case may be) is sent electronically (by e-mail) in the first 3 working
                                                                                                                                                                                                                                                                                    days of the month following the month in which the electricity sale-purchase
                                                                                                                                                                                                                                                                                    transactions were made. Payment by bank transfer, with payment order, within a
                                                                                                                                                                                                                                                                                    maximum of 5 working days from the date of receipt of the invoice.
 10. Convention for Participation on the Intraday Market no. 38103/ 17 Aug 2021  Sell - purchase of electricity - IM                                            5,708.77                         17 August 2021            undetermined  N/A                   See Note 1 below     IM Participants issue the invoices, with the date of the last day of the
                                                                                                                                                                                                                                                                                    delivery month and send them to OPCOM S.A. by e-mail / fax, in the first three
                                                                                                                                                                                                                                                                                    working banking days of the month following the month of delivery and in
                                                                                                                                                                                                                                                                                    original or with electronic signature, at the latest by the 10(th) of the
                                                                                                                                                                                                                                                                                    month following the month of delivery. Payment is made by the 10th calendar
                                                                                                                                                                                                                                                                                    day of the following month.

Total executed amount during 31 January - 28 February 2023: RON 267,099.79 th.

Due and not due mutual receivables of EFSA from OPCOM at 27 Feb 2023: RON
-199.95 th.

Due and not due mutual debts of EFSA to OPCOM at 27 Feb 2023: RON -124,881.96
th.

 

Note 1: Major non-fulfillment of the payment obligation entitles OPCOM to
suspend the DAM/IM Participant's right to trade for a maximum of one month.
The suspension is lifted after the payment has been made. It constitutes a
situation of non-fulfillment of the obligations by a DAM/IM Participant, the
situation in which the DAM/IM participant's account does not have sufficient
availability related to the payment obligation, having as a consequence the
Bank's refusal to execute the direct debit instruction and the issuance by
OPCOM of the request of payment in execution for the amount owed.

Note 2: To pay, within five (5) working days from the date of transmission of
the request by OPCOM, the penalty provided by the Procedure.

Note 3: To pay the equivalent of the penalty, if, due to his fault, a
transaction on PCSCV is canceled.

Note 4: OPCOM has the right to suspend the execution of the obligations
assumed by the Agreement if the Beneficiary of the Services does not fulfill
his payment obligation in full, within a maximum of 5 (five) working days from
the date of receipt of the invoice, without prior notification being
necessary. During the suspension period, i.e. starting with the date
immediately following the deadline of maximum 5 (five) working days
(offer/transaction day, as the case may be) for the fulfillment of the payment
obligations, OPCOM is exonerated from any responsibility for the non-execution
of the obligations assumed by the Agreement. The suspension of the execution
of OPCOM's obligations will last until the moment when the Beneficiary of the
Services fully pays the outstanding amounts due to OPCOM.

 

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